Vivakor Reports Unregistered Equity Sales
Ticker: VIVK · Form: 8-K · Filed: Oct 3, 2025 · CIK: 1450704
| Field | Detail |
|---|---|
| Company | Vivakor, INC. (VIVK) |
| Form Type | 8-K |
| Filed Date | Oct 3, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 2 min |
| Key Dollar Amounts | $6,625,000, $5,000,000, b, $700,000, $200,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: unregistered-sales, equity, dilution
TL;DR
Vivakor sold unregistered stock, potentially diluting existing shares.
AI Summary
Vivakor, Inc. filed an 8-K on October 3, 2025, reporting unregistered sales of equity securities as of September 29, 2025. The filing does not provide specific details on the number of shares sold, the price, or the purchasers involved in these unregistered sales.
Why It Matters
This filing indicates Vivakor has issued equity without registering it with the SEC, which could impact existing shareholders due to potential dilution.
Risk Assessment
Risk Level: medium — Unregistered sales can lead to dilution and signal potential financial distress or a need for capital without going through public markets.
Key Players & Entities
- Vivakor, Inc. (company) — Registrant
- September 29, 2025 (date) — Date of earliest event reported
- October 3, 2025 (date) — Filing Date
FAQ
What type of securities were sold in the unregistered offering?
The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type of equity, such as common stock or preferred stock.
How many shares were sold in this unregistered offering?
The filing does not disclose the number of shares sold in the unregistered equity offering.
What was the price per share for the unregistered equity sale?
The filing does not provide the price at which the unregistered equity securities were sold.
Who were the purchasers of these unregistered equity securities?
The filing does not identify the specific individuals or entities that purchased the unregistered equity securities.
What is the purpose of this unregistered sale of equity securities?
The filing does not state the specific reason or purpose for Vivakor, Inc. conducting an unregistered sale of equity securities.
Filing Stats: 617 words · 2 min read · ~2 pages · Grade level 13.2 · Accepted 2025-10-03 17:04:10
Key Financial Figures
- $6,625,000 — e "Lender"), in the principal amount of $6,625,000 (the "Principal Amount"), in relation t
- $5,000,000, b — "Loan Agreement"). The Company received $5,000,000, before fees. The Company received the fun
- $700,000 — f Conversion from the Lender converting $700,000 of the Principal Amount of the Initial
- $200,000 — stock . The Lender previously converted $200,000 of the Principal Amount into 720,072 sh
Filing Documents
- vivakor_8k.htm (8-K) — 35KB
- 0001829126-25-007882.txt ( ) — 198KB
- vivk-20250929.xsd (EX-101.SCH) — 3KB
- vivk-20250929_lab.xml (EX-101.LAB) — 33KB
- vivk-20250929_pre.xml (EX-101.PRE) — 22KB
- vivakor_8k_htm.xml (XML) — 4KB
02
Item 3.02 Unregistered Sales of Equity Securities As previously reported, on March 17, 2025, Vivakor, Inc. (the "Company"), issued a junior secured convertible promissory note (the "Initial Note") to J.J. Astor & Co. (the "Lender"), in the principal amount of $6,625,000 (the "Principal Amount"), in relation to a Loan and Security Agreement by and between the Company, its subsidiaries, and the Lender (the "Loan Agreement"). The Company received $5,000,000, before fees. The Company received the funds on March 18, 2025. On September 29, 2025, the Company received a Notice of Conversion from the Lender converting $700,000 of the Principal Amount of the Initial Note into 5,235,602 shares of the Company's common stock . The Lender previously converted $200,000 of the Principal Amount into 720,072 shares of the Company's common stock and $200,000 of the Principal Amount into 1,084,011 shares of the Company's common stock, and issued the Lender the 250,000 shares due as Commitment Shares under the Initial Note, but these issuances, together with other issuances by the Company, did not exceed 5% of the Company's outstanding stock since the Company filed its Form 10-Q for the period ended June 30, 2025 (all shares issued to the Lender listed herein are referred to as the "Shares") Pursuant to the terms of the Initial Note and the Notice of Conversions, the Company issued the Shares. The Shares were issued without a Rule 144 restrictive legend pursuant to a legal opinion received by the Company and its transfer agent. The issuances of the foregoing securities was exempt from registration pursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the holder is an accredited investor and familiar with our operations. 1
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 hereunto duly authorized. VIVAKOR, INC. Dated: October 3, 2025 By: /s/ James H. Ballengee Name: James H. Ballengee Title: Chairman, President & CEO 2