Eva Live Inc SEC Filings

Eva Live Inc. files a shelf registration to offer up to $250,000,000 of securities from time to time, including common stock, preferred stock, depositary shares, warrants, rights and units.

The registration permits multiple offerings under a single prospectus with specific terms to be provided in prospectus supplements and contemplates sales directly, through agents, underwriters or dealers. The prospectus notes the company is an emerging growth company, lists 31,485,389 shares of common stock issued and outstanding as of March 17, 2026, and discloses going concern language in its audited financial statements.

Eva Live Inc. files its annual report describing its evolution into an AI-driven digital marketing and media monetization company operating through the Eva Platform and Eva XML Platform. The business serves mainly North American advertisers and agencies, with seventeen customers in 2025 and its top three customers providing about 61% of revenue.

The report explains a reverse recapitalization with EvaMedia, a 1-for-4 reverse stock split, and a January 2026 uplisting of its GOAI common stock to Nasdaq. Eva Live details extensive high-cost financing: multiple promissory and convertible notes with 1800 Diagonal Lending and Boot Capital carrying effective costs generally in the high-20% to near-40% range and default-triggered conversion at steep discounts, plus a $110,000 individual convertible note at a fixed $2.60 conversion price.

In February 2026, the company also entered a secured convertible note with Streeterville Capital with $7,560,000 principal and $7,000,000 gross proceeds, and the investor may buy up to an additional $4,320,000 of notes. Eva Live highlights that AI and big data are central to its campaign optimization strategy, while acknowledging intense competition in demand-side platforms and the operational and governance challenges created by rapid AI adoption. The company notes it has no operational exposure to the Russia–Ukraine or Middle East conflicts and reports no disruption to its operations.

Eva Live Inc. furnished a definitive Information Statement informing holders that a stockholder owning 19,025,000 shares (60.70%) executed a written consent approving a private placement of secured convertible promissory notes and the potential issuance of up to 13,200,000 shares of Common Stock. The Information Statement was first mailed on March 9, 2026 and the actions will be effective 20 calendar days after mailing. As of the record date February 26, 2026, there were 31,342,285 shares outstanding.

The Purchase Agreement with Streeterville Capital, LLC contemplates an $7,560,000 initial note (company to receive gross proceeds of $7.0 million at closing), conversion mechanics tied to a VWAP-based Conversion Price (floor of $0.90), an original issue discount and various default and trigger provisions. The Initial Note is secured by collateral described in a Security Agreement. Stockholder approval was obtained by written consent under Nevada law and Nasdaq Listing Rule 5635(d).

Eva Live Inc. is registering up to 13,200,000 shares of Common Stock in connection with a private placement tied to secured convertible promissory notes with Streeterville Capital, LLC.

The company entered the Purchase Agreement on February 23, 2026, issuing an Initial Note with original principal $7,560,000 and expected gross proceeds of $7.0 million at Closing, plus an investor option to purchase up to $4,320,000 of Additional Notes over 24 months. Conversion uses a price equal to 87% of the lowest daily VWAP during the prior ten Trading Days, subject to a Floor Price of $0.90. Shares outstanding were 31,342,285 as of February 26, 2026, and the consenting majority stockholder, David Boulette, beneficially owns 19,025,000 shares (60.70%). The corporate actions were approved by written consent and will be effective 20 calendar days after mailing.

EVA Live, Inc. reported the beta launch of Fast Quote Direct™, an AI-powered quoting engine aimed at transforming online services and lead generation. The platform replaces static web forms with a real-time question-and-answer interface that instantly analyzes user responses and matches consumers with suitable providers across multiple service categories.

Fast Quote Direct is positioned as part of EVA’s closed-loop marketing ecosystem alongside its NeuroServer™ AI advertising engine, converting high-intent traffic into qualified customers in a single interaction. The system uses adaptive AI learning to refine targeting, reduce fraud and incomplete submissions, and lower acquisition costs while improving transparency and user experience.

The product is currently in beta with select partners and is expected to roll out commercially in phases throughout 2026. EVA Live believes this offering can help it disrupt the U.S. online lead generation market, which it cites as being estimated between $1.6 billion and $3 billion annually, and expand its role into full-cycle customer acquisition.

Eva Live Inc. agreed to a financing deal with Streeterville Capital for a secured, convertible note with an original principal of $7,560,000, from which it expects gross proceeds of $7.0 million at closing. The company plans to use the cash for working capital, general corporate purposes, and business growth initiatives.

The note carries an original issue discount and an interest rate of 8% per year, maturing 24 months after closing. It is convertible into common stock at 87% of the lowest 10‑day VWAP, with a minimum conversion price of $0.90 per share. Streeterville may also buy up to an additional $4,320,000 of notes on the same terms, and the note is secured by a broad lien on company assets and subsidiary equity interests.

EVA Live, Inc. received approval to list its common stock on The Nasdaq Capital Market and highlighted this milestone in a current report. The company also announced the launch of its first client-facing web application for NeuroServer, its AI-driven ad server.

The NeuroServer web application serves as a centralized, real-time interface for enterprise advertisers to launch, manage, and scale digital campaigns. It uses proprietary real-time learning to optimize audiences, combat ad fraud, and adjust performance dynamically, with early client results indicating potential return-on-investment improvements of up to 40%.

Management expects NeuroServer to become a key growth driver and primary revenue engine throughout 2026 and beyond as EVA Live onboards new online advertisers daily and focuses on scalable, AI-driven digital advertising solutions.

EVA Live, Inc. reported that its application to list its common stock on The Nasdaq Capital Market was approved, reinforcing its recent successful uplisting to Nasdaq. In an accompanying CEO letter, the company highlights the launch of NeuroServer, its new AI-powered advertising platform, as a key future revenue driver.

The company has withdrawn a previously filed Form S-1 registration statement, emphasizing disciplined capital management and flexibility. Management is also evaluating a potential share repurchase program, subject to board approval, market conditions, and regulatory requirements, underscoring confidence in EVA Live’s long-term direction and growth strategy.