Vivakor Reports Unregistered Equity Sales
Ticker: VIVK · Form: 8-K · Filed: Nov 24, 2025 · CIK: 1450704
| Field | Detail |
|---|---|
| Company | Vivakor, INC. (VIVK) |
| Form Type | 8-K |
| Filed Date | Nov 24, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $575,000, $500,000, b, $180,467.07, $6,625,000, $5,000,000, b |
| Sentiment | neutral |
Sentiment: neutral
Topics: unregistered-securities, equity-sale
TL;DR
Vivakor sold unregistered shares on Nov 19th. Watch for dilution.
AI Summary
Vivakor, Inc. filed an 8-K on November 24, 2025, reporting unregistered sales of equity securities that occurred on November 19, 2025. The filing details the company's corporate information, including its incorporation in Nevada and principal executive offices in Dallas, Texas.
Why It Matters
This filing indicates Vivakor has issued equity securities without registering them with the SEC, which could have implications for the liquidity and dilution of existing shares.
Risk Assessment
Risk Level: medium — Unregistered sales can lead to dilution and potential market overhang if the securities are resold.
Key Numbers
- 001-41286 — SEC File Number (Identifies the company's filing history with the SEC.)
- 26-2178141 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Vivakor, Inc. (company) — Registrant
- November 19, 2025 (date) — Date of earliest event reported
- November 24, 2025 (date) — Filing Date
- Nevada (jurisdiction) — State of Incorporation
- Dallas, TX (location) — Principal Executive Offices
FAQ
What type of equity securities were sold?
The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type of securities in the provided text.
Were these sales made to accredited investors?
The filing mentions 'Unregistered Sales of Equity Securities' but does not specify the nature of the purchasers or if they were accredited investors in the provided text.
What is the total number of shares sold and the price per share?
The provided text of the 8-K filing does not contain details on the number of shares sold or the price per share.
What is the purpose of these unregistered sales?
The purpose of the unregistered sales is not detailed in the provided excerpt of the 8-K filing.
When was the earliest event reported in this filing?
The earliest event reported in this filing occurred on November 19, 2025.
Filing Stats: 724 words · 3 min read · ~2 pages · Grade level 12.6 · Accepted 2025-11-24 17:10:32
Key Financial Figures
- $575,000 — ), in the aggregate principal amount of $575,000 in connection with a Securities Purchas
- $500,000, b — lders (the "SPA"). The Company received $500,000, before fees. On November 19, 2025 and No
- $180,467.07 — the Holders converting an aggregate of $180,467.07 of the principal amount and interest du
- $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
- $123,693.24 — version from the Lender each converting $123,693.24 of the Principal Amount of the Initial
Filing Documents
- vivakorinc_8k.htm (8-K) — 25KB
- 0001829126-25-009397.txt ( ) — 188KB
- vivk-20251119.xsd (EX-101.SCH) — 3KB
- vivk-20251119_lab.xml (EX-101.LAB) — 33KB
- vivk-20251119_pre.xml (EX-101.PRE) — 22KB
- vivakorinc_8k_htm.xml (XML) — 4KB
02
Item 3.02 Unregistered Sales of Equity Securities As previously reported, between May 14, 2025 and May 19, 2025, the Company issued convertible promissory notes (the "Notes"), to several accredited investors (the "Holders"), in the aggregate principal amount of $575,000 in connection with a Securities Purchase Agreement entered into by and between the Company and the Holders (the "SPA"). The Company received $500,000, before fees. On November 19, 2025 and November 20, 2025, the Company received Notices of Conversion (the "Holders' Notices of Conversion") from two of the Holders converting an aggregate of $180,467.07 of the principal amount and interest due under the Notes into 2,920,639 shares of the Company's common stock (the "Holders' Shares"). Pursuant to the terms of the Note and the Holders' Notices of Conversion, the Company issued the Holders' Shares. The Holders' 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 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 November 20, 2025, the Company received a Notice of Conversion from the Lender each converting $123,693.24 of the Principal Amount of the Initial Note into 1,928,188 shares of the Company's common stock (the "Shares"), respectively. Pursuant to the terms of the Initial Note and th
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: November 24, 2025 By: /s/ James H. Ballengee Name: James H. Ballengee Title: Chairman, President & CEO 2