Visium Technologies Provides Shareholder Update on Leadership Transition, Governance and Path Forward
Company commits to independent board oversight; Preserves all shareholders ' positions byrescinding proposed reverse split
FAIRFAX, Va., Nov. 03, 2026 (GLOBE NEWSWIRE) -- Visium Technologies, Inc. (OTC: VISM) ( "Visium " or the "Company "), a developer of AI-enabled cybersecurity and data intelligence solutions, today provided an update to shareholders following the leadership change reported in its Current Report on Form 8-K filed October 30, 2026 (the "Form 8-K ").
Leadership transition
Paul R. Taylor resigned as Chairman, Chief Executive Officer and a director of the Company effective October 26, 2026. Mark B. Lucky, the Company 's Chief Financial Officer, Treasurer and Secretary, is the Company 's sole director. On October 28, 2026, he was also designated interim principal executive officer, until a Chief Executive Officer is appointed. Mr. Lucky has served as the Company 's Chief Financial Officer, Treasurer and Secretary since February 2018, and as a director since February 2018. From February 2018 until April 27, 2026, he also served as Chairman of the Board and Chief Executive Officer. He previously served as the Company 's interim Chief Financial Officer from August 2016 to April 2017.
"My priorities are straightforward: protect the interests of all of our shareholders, put strong independent oversight in place, and keep the Company current and transparent in its reporting, " said Mr. Lucky. "We are acting quickly to bring independent directors onto the Board, to work constructively with our auditors, and to focus our limited resources on the technology and partnerships that can create value for shareholders. "
Independent board oversight
The Company intends to increase its Board to three members and to elect two directors who are independent of management and of the Company 's principal shareholders. The independent directors will form a Special Committee to oversee:
- the financial-reporting matters described in the Company 's Form 8-K;
- related-party matters;
- any matter in which Mr. Lucky has a personal interest; and
- any transaction with the Company 's principal shareholders.
No director has yet been elected. Until the Special Committee is in place, Mr. Lucky intends to act as sole director only on matters that are required by law or are necessary to operate and preserve the Company.
Shareholder protections
No reverse split. The Board has rescinded any approval of the 1-for-1,500 reverse stock split proposed in September 2026, and directed that it not be effected. As proposed, it would have eliminated, without payment, every holding of fewer than 750 shares. No shares were combined or cancelled. Every shareholder 's position is unchanged, and authorized common stock remains 3,000,000,000 shares. The Company 's Form 8-K also corrects its Current Reports filed September 11 and September 21, 2026, and related statements in its Annual Report on Form 10-K, which had described the split as effective or approved.
No issuance of voting control. Pending review by the independent directors, the Company will not issue preferred stock or other securities carrying voting control.
Financial reporting
Before resigning, Mr. Taylor delivered an officer 's certificate to the Company 's independent registered public accounting firm. It concluded that certain previously issued financial statements should no longer be relied upon. The Company has not made a determination regarding that conclusion. The Special Committee will evaluate these matters, together with additional matters Mr. Taylor raised after his resignation. Depending on the outcome of that evaluation, amounts in previously issued financial statements could be revised or restated. See the Form 8-K for details.
On November 1, 2026, Mr. Taylor furnished the Company with a letter stating that he disagrees with certain statements in the Form 8-K. As required by SEC rules, the Company today filed his letter as an exhibit to Amendment No. 1 to the Form 8-K.
The Company 's Quarterly Report on Form 10-Q for the quarter ended September 30, 2026 is due November 16, 2026. The Company intends to file it by that date or within the extension period available under Rule 12b-25. Timing depends in part on completion of the required review by the Company 's independent registered public accounting firm.
Business and strategy
Visium 's principal platform, TruContext™, is an AI-enabled cybersecurity and data intelligence platform. It combines data ingestion, graph-based analytics, visualization and threat hunting to help organizations understand complex, interconnected data in real time. TruContext is commercially available and is being marketed through direct and partner-led channels. Visium owns this technology outright through its subsidiary, Visium Analytics, LLC. The Company 's portfolio also includes TruClaw™, for governance of agentic and autonomous AI; Tru-Insight™, for AI-driven video intelligence; and ELI™, for intelligent video surveillance.
The Company has not generated revenue from its products in recent fiscal years, and its cash resources are very limited. With the support of its independent directors once they are seated, the Company is evaluating financing and strategic alternatives. Any funding is intended to fund operations, advance commercialization of its technology and maximize value for all shareholders, and may include strategic partnerships, licensing and other transactions. There can be no assurance that any financing or transaction will be completed.
Shareholder communications
The Company will continue to keep shareholders informed through its SEC filings and press releases. Shareholders with questions may contact the Company at IR@VisiumTechnologies.com.
About Visium Technologies
Visium Technologies, Inc. (OTC: VISM), based in Fairfax, Virginia, develops AI-enabled cybersecurity, data intelligence and analytics solutions, including its TruContext™ platform, which help organizations turn complex, connected data into actionable intelligence. For more information, visit www.visiumtechnologies.com.
Forward-Looking Statements
This press release contains forward-looking statements, including statements about:
- the election of independent directors, and the formation and work of a Special Committee;
- the timing of the Company 's periodic reports;
- the evaluation of financing and strategic alternatives, and the commercialization of the Company 's technology; and
- the outcome of the evaluation of previously issued financial statements.
Words such as "intends, " "will, " "expects, " "plans " and "evaluating " identify forward-looking statements. They are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially. These include:
- the Company 's ability to identify and attract qualified independent directors and to obtain directors ' and officers ' liability insurance;
- its very limited cash and its need for immediate financing, which may not be available on acceptable terms or at all;
- the outcome of the evaluation of the matters described in its Form 8-K, including whether any previously issued financial statements will be revised or restated, and whether any previously issued financial statements will be determined not to be reliable;
- its relationship with its independent registered public accounting firm;
- actions by its principal shareholders, who hold a majority of its voting power;
- its history of losses and lack of revenue;
- competition; and
- the other risks described in its Annual Report on Form 10-K for the fiscal year ended June 30, 2026 and its other SEC filings.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to update any forward-looking statement, except as required by law.
Contact:
Mark B. Lucky, Chief Financial Officer and interim Principal Executive Officer
Visium Technologies, Inc.
IR@VisiumTechnologies.com · (703) 400-6392
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