Welcome to our dedicated page for INSPIRATO INCORPORATED SEC filings (Ticker: ISPO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page compiles Inspirato Incorporated (ISPO) filings with the U.S. Securities and Exchange Commission, giving investors and researchers a structured view of the company’s regulatory disclosures. Inspirato describes itself as a luxury vacation club and property technology company, and its filings provide detail on how this business operates, reports results, and manages corporate actions.
Through its periodic and current reports, Inspirato discloses financial performance and key operating metrics. Earnings-related filings, such as Form 8-K reports furnishing press releases, include revenue by category, cost of revenue, gross margin, operating expenses, and net income or loss. They also present non-GAAP measures like Adjusted EBITDA, Adjusted EBITDA Margin, and Free Cash Flow, along with reconciliations to GAAP results. Operating data such as Active Memberships, Nights Delivered, Average Daily Rates (ADR), and Occupancy for residences and hotels are also described in these materials.
Inspirato’s filings further document corporate governance and leadership changes, including director appointments and resignations, executive transitions, and related compensation or transition agreements. These disclosures help readers understand changes in the company’s board and senior management structure over time.
A major focus of recent filings is the Agreement and Plan of Merger with Exclusive Investments LLC, the parent company of Exclusive Resorts. A Form 8-K filed on December 18, 2025, outlines the terms of the proposed merger, under which a merger subsidiary will combine with Inspirato, with Inspirato surviving as a wholly owned subsidiary of Exclusive Investments. The filing explains the cash consideration for shares, treatment of equity awards and warrants, closing conditions, termination rights, and related voting and support agreements. It also notes that, following closing, Inspirato is expected to become a privately held company and its Class A common stock will no longer be listed or traded on Nasdaq, subject to completion of the transaction.
Additional 8-K filings describe the termination of a prior merger agreement with Buyerlink Inc., unsolicited acquisition interest, and other material agreements, including the assumption or termination of certain notes and service arrangements. Together, these documents provide a detailed record of Inspirato’s strategic transactions, financing arrangements, and governance decisions.
On this page, Stock Titan surfaces these SEC filings as they are made available through EDGAR and pairs them with AI-powered summaries that explain the core points of each document in accessible language. Users can quickly see which filings relate to earnings, corporate actions, or the planned merger, and then drill into the full text for deeper analysis. Forms such as 10-K and 10-Q (when available), 8-K current reports, proxy statements connected to the proposed transaction, and any Form 4 insider transaction reports can all be reviewed here with consistent context.
Inspirato Incorporated filed a report stating that on September 18, 2025 it, RR Merger Sub, Inc., and Buyerlink Inc. entered into a Mutual Termination Agreement that ends their previously announced Agreement and Plan of Merger dated June 25, 2025. The merger agreement is terminated under its terms and is of no further force or effect, other than provisions that specifically survive termination.
The parties agreed that no termination fee or reverse termination fee will be paid by any of them, and each will cover its own fees and expenses related to the proposed transaction. The termination arrangement also includes mutual releases among the parties, subject to customary exceptions for obligations that expressly survive termination.
Amendment No. 3 to a Schedule 13D reports that Brent Handler and Bradley A. Handler together beneficially own 1,010,142 shares of Inspirato Class A common stock, representing 8.1% of the 12,469,941 shares outstanding as of August 11, 2025. On September 18, 2025 the Reporting Persons received a revised non-binding all-cash proposal from Exclusive Investments to acquire Inspirato at $3.50 per share and the Reporting Persons sent a letter to the Inspirato Board expressing support for that proposal. Individual beneficial holdings are disclosed: Brent Handler 528,907 shares (4.2%) and Bradley Handler 481,235 shares (3.8%).
Inspirato Incorporated has terminated its previously announced merger agreement with Buyerlink, Inc. The deal, signed on June 25, 2025, would have merged Buyerlink into a subsidiary of Inspirato, making Buyerlink part of Inspirato’s business. On September 13, 2025, Inspirato, Buyerlink and RR Merger Sub, Inc. entered into a Termination Agreement that ends the merger under the contractual termination provisions.
Under the termination terms, Inspirato will not pay a termination fee to Buyerlink, and Buyerlink will not pay a reverse termination fee to Inspirato. The company later issued a press release on September 15, 2025 explaining the decision, which is included as an exhibit. The termination means Inspirato will continue operating without integrating Buyerlink as previously planned.
Stoney Lonesome and affiliated reporting persons, who collectively own about 5.4% of Inspirato (ISPO), amended a Schedule 13D to attach an open letter to Inspirato's Special Committee. The letter states the reporting persons oppose a proposed merger between Inspirato and Buyerlink, arguing the deal disproportionately benefits Inspirato's CEO and would leave minority stockholders with illiquid, subordinated securities. They point to an all-cash alternative offer of $3.15 per share from Exclusive Investments as superior and urge the Special Committee to engage. The letter cites concerns about Buyerlink's historical performance, alleged overstated projections and vulnerability to AI disruption, and discloses that the reporting persons voted against all merger-related proposals in the company proxy.
In this Amendment No. 2 to Schedule 13D, reporting persons Brent Handler and Bradley A. Handler update their prior filing regarding Class A common stock of Inspirato Incorporated (ISPO). The filing discloses that on September 4, 2025 the company received an unsolicited, non-binding all-cash proposal from Exclusive Investments, LLC to acquire Inspirato for $3.15 per share, implying about $39 million in aggregate value. The Reporting Persons state the Exclusive Proposal appears to offer a premium relative to the previously announced Proposed Merger with Buyerlink, Inc., and urge Inspirato's board and special committee to engage with Exclusive and fulfill fiduciary duties. The filing reiterates the Reporting Persons' continued concerns about the Proposed Merger and questions how Buyerlink was valued at $326 million compared with a public estimate of "somewhere over $100 million."
Brent and Bradley Handler amended their Schedule 13D for Inspirato Incorporated’s Class A common stock to update ownership and their position on the issuer’s proposed merger with Buyerlink, Inc. Brent reports beneficial ownership of 537,982 shares (about 4.3%) and Bradley reports 481,235 shares (about 3.8%) based on 12,469,941 shares outstanding. The Reporting Persons have delivered a demand under Section 220 to inspect Inspirato’s books and records and state the demand remains pending. After reviewing the issuer’s definitive proxy statement and a public stockholder presentation, they express material skepticism about the value of the merger, concerns about the board’s process in approving a deal with an entity wholly owned by Payam Zamani, and state they intend to vote against the proposed merger.
Stoney Lonesome HF LP, Coghill Capital Management LLC, Drake Helix Holdings, LLC, CDC Financial, Inc., and Clint D. Coghill report beneficial ownership positions in Inspirato Inc. The filing covers Class A common stock and discloses that Stoney Lonesome directly owns 633,271 shares (~5.1% of outstanding shares) and Drake Helix directly owns 36,000 shares (~0.3%), with CDC Financial and Mr. Coghill potentially attributable to a combined 669,271 shares (~5.4%). The aggregate purchase prices disclosed are approximately $3,349,904 for Stoney Lonesome's shares and $121,947 for Drake Helix's shares, acquired with working capital.
The reporting persons state they issued a presentation on September 2, 2025 opposing the proposed merger between Inspirato and Buyerlink, asserting that the merger would harm minority stockholders, that the board’s approval process was flawed, that CEO Payam Zamani would receive a substantial windfall, and that the combined company would create a conglomerate without apparent synergies. Exhibits referenced include a transactions schedule and the presentation.
Inspirato (ISPO) is asking shareholders to approve a merger with Buyerlink that would issue 73,941,230 shares of Inspirato Common Stock and 8,262,327 shares of Inspirato Preferred Stock (each prior to a proposed 5-for-1 reverse split) to One Planet Ops in exchange for Buyerlink, based on a Buyerlink equity valuation of $326.3 million. For accounting, Inspirato used a pre-split equity valuation of $38.5 million (~$3.09 per share). The preferred shares will accrue 7.0% annual dividends, carry a $3.61 liquidation preference and convert 1:1 into common stock. The transaction would make Buyerlink an operating subsidiary and, after closing, One Planet Ops would own ~91% of outstanding shares and CEO Payam Zamani would beneficially own ~92%, greatly diluting current holders (12,469,941 shares outstanding at the record date). The board and a Special Committee unanimously recommend voting FOR the Stock Issuance, Authorized Shares increase to 180 million common/16 million preferred, the 5-for-1 Reverse Split, and an Adjournment proposal. Roth Capital provided a fairness opinion to the Special Committee. The Merger requires stockholder and regulatory approvals and may be accounted for as a reverse merger with Buyerlink treated as the accounting acquirer. The proxy highlights material risks including significant dilution and governance changes, Nasdaq listing and reverse-split implications, integration and operational risks, and customary closing conditions and regulatory filings.
Inspirato Inc. insider filing shows CEO and director Payam Zamani purchased shares and reports existing holdings. The Form 4 discloses that on 08/26/2025 Mr. Zamani acquired 20,000 shares of Class A common stock at a weighted-average price of $2.96 per share. After the transaction, 1,170,000 shares are reported as directly beneficially owned and 4,288,928 shares are reported as indirectly beneficially owned, with a footnote explaining 300,000 of those shares are held by an affiliated entity controlled by One Planet Group and Mr. Zamani. The form was signed by Brent Wadman by power of attorney on 08/27/2025.