Sec Form 4 Filing - Diamond Lawrence M. @ Mitesco, Inc. - 2022-05-26

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Diamond Lawrence M.
2. Issuer Name and Ticker or Trading Symbol
Mitesco, Inc. [ MITI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O MITESCO, INC., 1660 HWY 100 SOUTH, SUITE 432
3. Date of Earliest Transaction (MM/DD/YY)
05/26/2022
(Street)
ST. LOUIS PARK, MN55416
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 05/26/2022 J( 1 ) 24,118( 2 ) A $ 0.25( 1 ) 6,867,375( 6 ) D
Common Stock, par value $0.01 06/07/2022 J( 3 ) 20,306 A $ 0.26( 3 ) 6,887,681 D
Common Stock, par value $0.01 06/07/2022 J( 4 ) 13,143 A $ 0.16( 4 ) 6,900,824 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Purchase Warrant $ 0.5 05/26/2022 P 24,118( 5 ) 11/26/2022 05/26/2027 Common Stock 24,118 $ 0 24,118 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Diamond Lawrence M.
C/O MITESCO, INC.
1660 HWY 100 SOUTH, SUITE 432
ST. LOUIS PARK, MN55416
X Chief Executive Officer
Signatures
/s/ Lawrence M. Diamond 06/07/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 26, 2022, Mitesco, Inc. (the "Company") issued a 10% Promissory Note (the "Note") to Lawrence Diamond. The principal amount of the Note is $58,824.00, carries a 10% interest rate per annum, payable in monthly installments.
( 2 )In connection with the Note, on May 26, 2022, the Company issued 24,118 commitment fee shares of the Company's common stock to Mr. Diamond.
( 3 )The Company issued 20,306 shares of Restricted Common Stock at a price of $0.26 per share, as dividend for Mr. Diamond's ownership of Series X Perpetual Preferred Stock ("Series X Preferred") for the year 2021.
( 4 )The Company issued 13,143 shares of Restricted Common Stock at a price of $0.16 per share, as dividend for Mr. Diamond's ownership of Series X Preferred for the months of January 2022 through May 2022.
( 5 )24,118 Common Stock Purchase Warrants at an exercise price of $0.50 were granted to Mr. Diamond on May 26, 2022, pursuant to the Note. The Warrants are exercisable at any time on or after November 26, 2022, and on or before the May 26, 2027.
( 6 )The 6,867,375 is the correct amount of securities beneficially owned following the reported transaction. The Form 4 filed on August 18, 2021, should have amended the Form 4 filed on June 3, 2021, but erroneously re-filed the Form 4 and duplicated the amount of securities beneficially owned by Lawrence Diamond by 1,500,000 shares. Therefore, each Form 4 thereafter erroneously overstated the amount of securities beneficially owned by Lawrence Diamond by 1,500,000 shares.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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