Brian Valania, Chief Executive Officer, Chief Financial Officer, and director of Mitesco, Inc., filed Amendment No. 1 to Schedule 13D on November 9, 2026, disclosing beneficial ownership of 3,504,412 shares of Mitesco common stock and 12,000 shares of Series X Preferred Stock as of November 5, 2026.

Key Highlights

  • Beneficial ownership: Valania beneficially owns 3,504,412 shares of Mitesco common stock, representing approximately 5.8% of the approximately 60,000,000 shares outstanding as of November 5, 2026.
  • Triggering event: On November 5, 2026, Valania received 4,800 shares of Series X Preferred Stock as compensation for work on acquisition matters, bringing his total Series X holdings to 12,000 shares.
  • Preferred stock voting power: According to the filing, each Series X Preferred share carries 400 votes on matters submitted to stockholders; these shares are not included in the common stock percentage reported.
  • Shares acquired as compensation: All common stock reported was received as compensation for services and not purchased with personal or borrowed funds, according to the filing.
  • Common stock composition: The 3,504,412 shares consist of 200,000 shares acquired July 29, 2024 at $0.25 per share; 83,334 shares issued October 26, 2025 at $0.035 per share; 221,078 shares acquired July 21, 2026 at $0.08 per share; and 3,000,000 restricted shares acquired August 3, 2026 at $0.035 per share.
  • Series X Preferred history: Valania's 12,000 Series X shares consist of 2,400 acquired May 1, 2026; 4,800 acquired July 10, 2026; and 4,800 issued November 5, 2026.

Valania's Ownership Position and Compensation-Based Acquisitions at Mitesco

According to the Schedule 13D/A filing, Valania serves simultaneously as Chief Executive Officer, Chief Financial Officer, and a director of Mitesco, Inc., which the filing describes as "a holding company focused on technology products and services" that "operates principally through Centcore and Vero Technology Ventures." The filing states that all securities reported were received as compensation for services to the issuer, with the source of funds listed as "SC" (compensation).

The largest single component of Valania's common stock position is a 3,000,000-share restricted stock award acquired on August 3, 2026, at $0.035 per share, which the filing states had "an aggregate stated value of $105,000" and was approved by the board. The November 5, 2026 issuance of 4,800 Series X Preferred shares was also board-approved on that date, issued as compensation for "work on acquisition matters," according to the filing. Valania holds sole voting and sole dispositive power over all 3,504,412 common shares, with no shared voting or dispositive power reported.

The filing states that Valania "currently has no specific plan or proposal" that would result in any of the transactions listed in Items 4(a) through 4(j) of Schedule 13D, beyond ordinary duties as an officer and director. The filing also notes that Valania "may acquire additional securities of the Issuer or dispose of securities from time to time, subject to applicable law, contractual restrictions, market conditions and personal financial considerations." The filing does not name an exchange or ticker for Mitesco, Inc. in the cover securities table of the Schedule 13D.

What Was Disclosed

Valania filed Amendment No. 1 to Schedule 13D for Mitesco, Inc. (CUSIP 60672T107), disclosing 3,504,412 common shares (approximately 5.8% of class) and 12,000 Series X Preferred shares, all received as compensation, with the November 5, 2026 preferred issuance as the triggering event.