Item 1.01 Entry into a Material Definitive Agreement.

On July 29, 2020, IIOT-OXYS, Inc., a Nevada corporation (the "Company"), issued to GHS Investments LLC ("GHS") Convertible Promissory Notes each in the principal amount of $100,000 and $75,000, respectively (the "Notes"). Each of the Notes was to mature on April 29, 2023 (the "Maturity Date").

The Note in the original principal amount of $100,000 has been satisfied and is no longer issued.

On May 1, 2023, the Company entered into an extension to the $75,000 Note with GHS pursuant to which the Maturity Date for the Note was extended until April 29, 2025. In addition, all prior Events of Default (as defined in the Note) were waived by GHS.

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