ITOX Iiot-Oxys, Inc. - 8-K

Item 1.01

Entry into a Material Definitive Agreement.

Promissory Note Extension

On July 29, 2020, IIOT-OXYS, Inc., a Nevada corporation
(the “ Company ”), issued to GHS Investments LLC (“ GHS ”) a Convertible Promissory Note in the original
principal amount of $75,000 (the “Note ”). The Note was previously extended on multiple occasions, most recently pursuant
to Extension No. 6, dated October 29, 2025, which extended the maturity date of the Note to April 29, 2026.

On May 21, 2026, the Company entered into Extension
No. 7 to the Note (the " Extension ") with GHS, pursuant to which the maturity date of the Note was extended to October
31, 2026 (the "Maturity Date"). In addition, all prior Events of Default (as defined in the Note), known or unknown to GHS,
were waived by GHS as of the effective date of the Extension.

The foregoing description of the Extension is
not complete and is qualified in its entirety by reference to the full text of that document. A copy of the Extension is filed as an exhibit
to this Form 8-K and incorporated by reference herein.

Item 9.01

Financial Statements and Exhibits.

Exhibit No.

Description

10.1

Extension No. 7 to Convertible Promissory Note, dated May 21, 2026, by and between IIOT-OXYS, Inc. and GHS Investments LLC

104

Cover Page Interactive Data File (formatted in Inline XBRL)

2