Inspirato Inc. Files 8-K for Material Definitive Agreement
| Field | Detail |
|---|---|
| Company | Inspirato Inc |
| Form Type | 8-K |
| Filed Date | Aug 18, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $20,000,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement
TL;DR
Inspirato Inc. signed a big deal on 8/15/25. Details TBD.
AI Summary
On August 15, 2025, Inspirato Incorporated entered into a material definitive agreement, the details of which are not fully disclosed in this filing. The company, formerly known as Thayer Ventures Acquisition Corp, is incorporated in Delaware and headquartered in Denver, Colorado.
Why It Matters
This filing indicates a significant new agreement for Inspirato Inc., which could impact its business operations and financial standing.
Risk Assessment
Risk Level: medium — The filing reports a material definitive agreement, but the lack of specific details about the agreement introduces uncertainty.
Key Players & Entities
- Inspirato Incorporated (company) — Registrant
- Thayer Ventures Acquisition Corp (company) — Former name of registrant
- August 15, 2025 (date) — Date of earliest event reported
- Denver, CO (location) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Inspirato Incorporated?
The filing does not disclose the specific terms or nature of the material definitive agreement, only that one was entered into on August 15, 2025.
When was the material definitive agreement reported?
The earliest event reported, which is the entry into the material definitive agreement, occurred on August 15, 2025.
What was Inspirato Incorporated's former name?
Inspirato Incorporated was formerly known as Thayer Ventures Acquisition Corp.
Where is Inspirato Incorporated's principal executive office located?
Inspirato Incorporated's principal executive office is located at 1544 Wazee Street, Denver, CO 80202.
Under which act and section is this Form 8-K filed?
This Form 8-K is filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Filing Stats: 837 words · 3 min read · ~3 pages · Grade level 14.5 · Accepted 2025-08-18 14:31:12
Key Financial Figures
- $0.0001 — hich registered Class A common stock, $0.0001 par value per share ISPO The Nasdaq Sto
- $20,000,000 — will pay the Holder a payoff amount of $20,000,000. Upon receipt of the payoff amount by t
Filing Documents
- ispo-20250815.htm (8-K) — 38KB
- ispo-08142025x8k_ex101.htm (EX-10.1) — 68KB
- 0001820566-25-000133.txt ( ) — 275KB
- ispo-20250815.xsd (EX-101.SCH) — 2KB
- ispo-20250815_def.xml (EX-101.DEF) — 16KB
- ispo-20250815_lab.xml (EX-101.LAB) — 27KB
- ispo-20250815_pre.xml (EX-101.PRE) — 16KB
- ispo-20250815_htm.xml (XML) — 4KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On August 15, 2025, Inspirato Incorporated (the " Company "), Inspirato LLC (" Inspirato LLC ") and certain subsidiaries of Inspirato LLC (collectively, the " Inspirato Parties "), Oakstone Ventures, Inc. (" Holder ") and Capital One Services, LLC (" Capital One ," together with Holder, collectively, the " Capital One Parties "), entered into a Termination Agreement (the " Termination Agreement ") pursuant to which the Company will terminate the 8% Senior Secured Convertible Note issued to Oakstone Ventures pursuant to the Investment Agreement dated August 7, 2023 (the " Note ") and related agreements, including the Guarantee and Collateral Agreement dated September 29, 2023 and the Master Services Agreement dated September 29, 2023 (collectively, the " Capital One Agreements ") at the closing of the merger contemplated by the Agreement and Plan of Merger dated June 25, 2025, by and among the Company, RR Merger Sub, Inc., and Buyerlink, Inc. (the " Merger Agreement "). Pursuant to the Termination Agreement, effective simultaneously with and subject to the closing of the merger, the Company will pay the Holder a payoff amount of $20,000,000. Upon receipt of the payoff amount by the Holder, all Capital One Agreements will be terminated, and all related liabilities, obligations, and indebtedness (other than those expressly surviving termination) will be released, discharged, and satisfied in full. Pursuant to the Termination Agreement, if the merger does not close by the Outside Date (as defined in the Merger Agreement) and in any event no later than December 15, 2025, the Capital One Parties may immediately initiate a process to sell or transfer the Note and the Inspirato Parties will cooperate in facilitating such sale or transfer. Buyerlink has agreed that the Termination Agreement constitutes a reasonable amendment of the Note for purposes of the closing condition set forth in Section 5.3(f) of the Merger A
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Termination Agreement, dated as of August 15, 2025, by and among Inspirato Incorporated, Inspirato LLC, subsidiaries of Inspirato LLC, Oakstone Ventures, Inc., and Capital One Services, LLC. 104 Cover Page Interactive Data File (Cover Page XBRL tags are embedded within the Inline XBRL document)
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. INSPIRATO INCORPORATED Date: August 18, 2025 By: /s/ Payam Zamani Name: Payam Zamani Title: President and Chief Executive Officer