ISPO 8-K: Board change as Julie Wainwright steps down Oct 31

Rhea-AI Filing Summary

Inspirato Incorporated (ISPO) reported a Board change. Julie Wainwright submitted her resignation from the Board of Directors and all Board committees, effective October 31, 2025. The company stated her decision was for personal reasons and not due to any disagreement regarding operations, policies, or practices. The Board expressed appreciation for her service and will conduct a search to fill the vacancy and support a smooth transition.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 9, 2025

Inspirato Incorporated

(Exact name of registrant as specified in its charter)

Delaware

001-39791

85-2426959

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

1544 Wazee Street Denver, CO						80202
(Address of principal executive offices)						(Zip Code)

(303) 586-7771

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A common stock, $0.0001 par value per share

ISPO

The Nasdaq Stock Market LLC

Warrants to purchase Class A common stock

ISPOW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 9, 2025, Julie Wainwright submitted her resignation from the Board of Directors (“Board”) of Inspirato Incorporated (“Company”) and from all committees of the Board, effective October 31, 2025.

Ms. Wainwright’s decision to resign was for personal reasons and was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

The Company and the Board express their appreciation for Ms. Wainwright’s valuable contributions and service during her tenure. The Board will conduct a search for potential candidates to fill the resulting vacancy and to ensure a smooth transition.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit			No.						Description
104									Cover Page Interactive Data File (Cover Page XBRL tags are embedded within the Inline XBRL document)

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: October 14, 2025			By:			/s/ Brent Wadman
			Name:			Brent Wadman
			Title:			General Counsel

FAQ

What did Inspirato (ISPO) announce in this 8-K?

The company disclosed that director Julie Wainwright resigned from the Board and all committees, effective October 31, 2025.

When is Julie Wainwright’s resignation effective at ISPO?

Her resignation is effective October 31, 2025.

Why did Julie Wainwright resign from Inspirato’s Board?

She resigned for personal reasons, and the company noted no disagreement related to operations, policies, or practices.

Did Inspirato report any disagreement with Julie Wainwright?

No. The company stated there was no disagreement on matters relating to operations, policies, or practices.

What will Inspirato’s Board do following the resignation?

The Board will conduct a search to identify candidates to fill the resulting vacancy and ensure a smooth transition.

Did the resignation include Board committees at ISPO?

Yes. The resignation covers the Board of Directors and all committees of the Board.