Nvni Group Ltd Files Second Omnibus Amendment

TL;DR

Nvni Group Ltd filed a 6-K with a new amendment dated April 1, 2026.

AI Summary

Nvni Group Ltd filed a Form 6-K on April 6, 2026, reporting a Second Omnibus Amendment dated April 1, 2026. The filing includes the amendment document and associated graphics. The company's mailing address is in Sao Paulo, Brazil, and its business address is in Grand Cayman, E9.

Why It Matters

This filing indicates a significant amendment to existing agreements, which could impact the company's financial structure or operational terms.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of an amendment to existing agreements, not indicating new financial distress or significant operational changes.

Key Players & Entities

• Nvni Group Ltd (company) — Filer of the 6-K report
• April 6, 2026 (date) — Period of Report and Filing Date
• April 1, 2026 (date) — Date of the Second Omnibus Amendment
• 0001965143 (company) — CIK number for Nvni Group Ltd

FAQ

Key Financial Figures

• $5,662,000 — aggregate original principal amount of $5,662,000 (the “Exchange Note”) and (
• $2,865,000 — aggregate original principal amount of $2,865,000 (the “December Note,” and t
• $100,000 — ii) apply an additional cash payment of $100,000 to the outstanding value of the Decembe

Filing Documents

• ea0285030-6k_nvnigroup.htm (6-K) — 12KB
• ea028503001ex10-1.htm (EX-10.1) — 507KB
• ea028503001_ex10-1img1.jpg (GRAPHIC) — 3KB
• 0001213900-26-040168.txt ( ) — 524KB

01. Entry Into a Material Definitive

Item 8.01. Entry Into a Material Definitive Agreement. Second Omnibus Amendment to the Notes On April 1, 2026, Nvni Group Limited (the “Company”) entered into a Second Omnibus Amendment (the “Second Amendment”) with Amiens Technology Investments LLC (the “Investor”), pursuant to which the parties agreed to amend certain provisions of (i) the Senior Secured Convertible Note in the aggregate original principal amount of $5,662,000 (the “Exchange Note”) and (ii) the Senior Secured Note in the aggregate original principal amount of $2,865,000 (the “December Note,” and together with the Exchange Note, the “Notes”), each previously issued by the Company to the Investor. Pursuant to the Second Amendment, the parties agreed to: (i) defer the Monthly Redemption Date (as defined in each Note) under each Note to May 1, 2026; (ii) issue to the Investor an aggregate of 702,290 ordinary shares of the Company to be held in escrow as pre-delivery shares (the “Pre-Delivery Shares”), to be applied, on a share-for-share basis, against future ordinary share delivery obligations of the Company under the Notes; (iii) apply an additional cash payment of $100,000 to the outstanding value of the December Note; and (iv) cause the full repayment of, and release of all liens securing, certain non-convertible debentures previously issued by the Company on May 14, 2021, no later than May 15, 2026. The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, which the form of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference. 1 EXHIBIT INDEX Exhibit No. Description 10.1 Form of Second Omnibus Amendment, dated April 1, 2026, by and between Nvni Group Limited and Amiens Technology Investments LLC. 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. NVNI GROUP LIMITED Date: April 6, 2026 By: /s/ Pierre Schurmann Name: Pierre Schurmann Title: CEO 3

View Full Filing

View this 6-K filing on SEC EDGAR