Vivakor, Inc. Reports Unregistered Equity Sale
Ticker: VIVK · Form: 8-K · Filed: Oct 8, 2025 · CIK: 1450704
| Field | Detail |
|---|---|
| Company | Vivakor, INC. (VIVK) |
| Form Type | 8-K |
| Filed Date | Oct 8, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $6,625,000, $5,000,000, b, $400,000, $500,000, $647,500 |
| Sentiment | neutral |
Sentiment: neutral
Topics: unregistered-sale, equity-securities
TL;DR
Vivakor sold unregistered equity, potentially diluting shares.
AI Summary
On October 2, 2025, Vivakor, Inc. reported an unregistered sale of equity securities. The company, incorporated in Nevada, filed a Form 8-K detailing this transaction. The principal executive offices are located at 5220 Spring Valley Road, Suite 500, Dallas, TX 75254.
Why It Matters
This filing indicates Vivakor, Inc. has engaged in a private placement of equity, which could impact share dilution and ownership structure.
Risk Assessment
Risk Level: medium — Unregistered sales of equity can signal financial distress or a need for capital, potentially leading to dilution for existing shareholders.
Key Players & Entities
- Vivakor, Inc. (company) — Registrant
- October 2, 2025 (date) — Date of earliest event reported
- Nevada (jurisdiction) — State of incorporation
- 5220 Spring Valley Road, Suite 500, Dallas, TX 75254 (address) — Principal executive offices
FAQ
What type of equity securities were sold in the unregistered offering?
The filing does not specify the type of equity securities sold in the unregistered offering.
What was the total dollar amount of the unregistered equity sale?
The filing does not disclose the total dollar amount of the unregistered equity sale.
Who were the purchasers of the unregistered equity securities?
The filing does not identify the purchasers of the unregistered equity securities.
What is the purpose of this unregistered sale of equity securities?
The filing does not state the specific purpose for the unregistered sale of equity securities.
When did the unregistered sale of equity securities occur?
The earliest event reported related to this filing occurred on October 2, 2025.
Filing Stats: 669 words · 3 min read · ~2 pages · Grade level 12.9 · Accepted 2025-10-08 17:15:34
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
- $400,000 — f Conversion from the Lender converting $400,000 and $500,000 of the Principal Amount of
- $500,000 — from the Lender converting $400,000 and $500,000 of the Principal Amount of the Initial
- $647,500 — ), in the aggregate principal amount of $647,500 in connection with a Securities Purchas
- $550,000 — older (the "SPA"). The Company received $550,000 in exchange for issuing the note. In co
Filing Documents
- vivakor_8k.htm (8-K) — 36KB
- 0001829126-25-007964.txt ( ) — 199KB
- vivk-20251002.xsd (EX-101.SCH) — 3KB
- vivk-20251002_lab.xml (EX-101.LAB) — 33KB
- vivk-20251002_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 October 2, 2025 and October 6, 2025, the Company received a Notices of Conversion from the Lender converting $400,000 and $500,000 of the Principal Amount of the Initial Note into 2,991,773 shares and 3,496,503 shares of the Company's common stock, respectively (together, the "Shares"). Pursuant to the terms of the Initial Note and the Notices of Conversion, 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 were 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. As previously reported, on August 12, 2025, the Company issued a convertible promissory note to a non-affiliated accredited investor (the "Holder"), in the aggregate principal amount of $647,500 in connection with a Securities Purchase Agreement entered into by and between the Company and the Holder (the "SPA"). The Company received $550,000 in exchange for issuing the note. In connection with the issuance of the note, the Company agreed to issue the Holder 82,500 shares of its common stock as additional incentive to enter into the SPA and the note. The Company issued the shares with a restrictive legend on October 8, 2025. The issuance of the foregoing securities was exempt from registration pursuant to Section
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 8, 2025 By: /s/ James H. Ballengee Name: James H. Ballengee Title: Chairman, President & CEO 2