Vivakor, Inc. Files 8-K: Material Agreement & Equity Sales

TL;DR

Vivakor 8-K dropped: material deal inked, equity sold. Watch this space.

AI Summary

Vivakor, Inc. filed an 8-K on October 14, 2025, reporting on an entry into a material definitive agreement and unregistered sales of equity securities. The filing also includes financial statements and exhibits. The report date for the earliest event is October 8, 2025.

Why It Matters

This 8-K filing indicates Vivakor, Inc. has entered into a significant agreement and potentially issued new equity, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Players & Entities

• Vivakor, Inc. (company) — Registrant
• October 8, 2025 (date) — Date of earliest event reported
• October 14, 2025 (date) — Date of report
• Nevada (jurisdiction) — State of incorporation
• 001-41286 (commission_file_number) — SEC File Number
• 26-2178141 (irs_ein) — IRS Employer Identification No.
• 5220 Spring Valley Road, Suite 500 Dallas, TX 75254 (address) — Principal executive offices

FAQ

Key Financial Figures

• $6,625,000 — " Lender "), in the principal amount of $6,625,000 (the " Principal Amount "), in relation
• $5,000,000, b — Loan Agreement "). The Company received $5,000,000, before fees. The Company received the fun
• $2,450,000 — d to loan us an additional amount up to $2,450,000, (ii) the Outstanding Principal Amount
• $2,259,319.89 — rincipal Amount of the Initial Note was $2,259,319.89 and the Outstanding Principal Balance o
• $5,685,805.13 — rincipal Balance on the Second Note was $5,685,805.13 on the Forbearance Agreement Effective
• $1,620,000 — e Third Note in the principal amount of $1,620,000, with the Company receiving proceeds of
• $1,152,000 b — with the Company receiving proceeds of $1,152,000 before subtracting $53,000 for legal fees
• $53,000 — oceeds of $1,152,000 before subtracting $53,000 for legal fees and origination fees. Th
• $38,572 — forty-two equal installment payments of $38,572. The Company received the first funds f
• $286 — 286,000 shares of its common stock for $286 (the "Commitment Shares"). This summa

Filing Documents

• vivakor_8k.htm (8-K) — 53KB
• vivakor_ex10-1.htm (EX-10.1) — 49KB
• vivakor_ex10-2.htm (EX-10.2) — 74KB
• 0001829126-25-008103.txt ( ) — 368KB
• vivk-20251008.xsd (EX-101.SCH) — 3KB
• vivk-20251008_lab.xml (EX-101.LAB) — 33KB
• vivk-20251008_pre.xml (EX-101.PRE) — 22KB
• vivakor_8k_htm.xml (XML) — 4KB

01

Item 1.01 Entry Into Material Definitive Agreement. Second Forbearance Agreement and Issuance of Third Junior Secured Convertible Promissory Note 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. In relation to the Loan Agreement, the Company also entered into a Registration Rights Agreement with the Lender (the " RRA "), under which the Company was obligated to file a resale registration statement with the SEC registering any shares of its common stock issuable under the Note no later than sixty (60) days after closing. The information regarding this transaction was filed in a Current Report on Form 8-K filed with the Commission on March 21, 2025. As previously reported, on July 9, 2025, the Company entered into a Forbearance and Amendment to Loan Agreement and Note, which amended the terms of the Loan Agreement, Initial Note and RRA (the " First Forbearance Agreement "). Under the terms of the First Forbearance Agreement, the Lender agreed to loan us additional funds under a Second Junior Secured Promissory Note (the " Second Note ") and agreed to forbear any default under the Initial Note in exchange for certain consideration. The information regarding this transaction was filed in a Current Report on Form 8-K filed with the Commission on July 21, 2025. On October 8, 2025, we entered into a Second Forbearance and Amendment to Loan Agreement and Notes, which amended the terms of the Loan Agreement, Initial Note, the RRA, the Second Note and the First Forbearance Agreement (the " Second Forbearance Agreement "). Under the terms of

02

Item 3.02 Unregistered Sales of Equity Securities. As disclosed in Item 1.01, on October 8, 2025, we issued the Third Note and agreed to issue the Commitment Shares to the Lender, which securities contain a standard Rule 144 restrictive legend. 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 one of our executive officers and familiar with our operations. We received the funds under the Second Forbearance Agreement and the Third Note on October 9, 2025 and October 10, 2025. 2

FINANCIAL STATEMENTS AND EXHIBITS

FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits Exhibit No. Title 10.1 Second Forbearance Agreement with J.J. Astor & Co. dated October 8, 2025 10.2 Third Junior Secured Convertible Promissory Note dated October 9, 2025 104 Cover Page Interactive Data File (formatted as Inline XBRL). 3

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 14, 2025 By: /s/ James H. Ballengee Name: James H. Ballengee Title: Chairman, President & CEO 4

View Full Filing

View this 8-K filing on SEC EDGAR