Vivakor SEC Filings

Vivakor, Inc. (VIVK) launched a primary offering of 10,600,000 shares of common stock and 3,566,666 pre-funded warrants under a prospectus supplement to its shelf registration. The public offering price is $0.18 per share; each pre-funded warrant is sold at the share price minus $0.001 and is exercisable for one share at an exercise price of $0.001, with no expiration.

The transaction is a best efforts placement with D. Boral Capital LLC as exclusive placement agent. Gross proceeds are $2,546,433.21, with placement agent fees equal to 7% of gross proceeds and additional reimbursable expenses; estimated net proceeds are approximately $2.2 million after fees and expenses. The company intends to use proceeds for working capital and general corporate purposes.

Pre-funded warrants are immediately exercisable and include a beneficial ownership cap of 4.99% (or 9.99% at purchaser election). Common stock is listed on Nasdaq under “VIVK.” Delivery is expected on or about October 31, 2025, subject to customary closing conditions.

Vivakor, Inc. (VIVK) furnished investor materials and a business update. The company announced initiation of a commodity trade transaction utilizing its wholly owned subsidiary, Vivakor Supply & Trading, LLC, via a press release furnished as Exhibit 99.1.

Effective October 30, 2025, senior management began using a new Investor Presentation, furnished as Exhibit 99.2, in meetings with shareholders and potential investors. The materials were provided under Item 7.01 and are furnished, not filed, under the Exchange Act.

Vivakor, Inc. reported that its lender converted $400,000 of a junior secured convertible promissory note into 3,923,492 shares of common stock on October 23, 2025.

The note was originally issued on March 17, 2025 with a $6,625,000 principal amount, and the company received $5,000,000 of funding on March 18, 2025. This transaction reduces the note’s principal by $400,000 and increases the company’s outstanding equity base.

The shares were issued without a Rule 144 restrictive legend based on a legal opinion provided to the company and its transfer agent. The issuance was made pursuant to the Section 4(a)(2) private offering exemption, with the holder identified as an accredited investor.

Vivakor, Inc. (VIVK) completed a registered direct offering, selling 10,909,090 shares of common stock at $0.22 per share and 5,000,000 pre-funded warrants at $0.219 for aggregate gross proceeds of approximately $3.5 million. The company plans to use the net proceeds for working capital and general corporate purposes.

The pre-funded warrants are immediately exercisable at $0.001 per share and include ownership caps that limit a holder’s beneficial ownership to 4.99%, or 9.99% if elected prior to issuance. The transaction closed on October 27, 2025. Vivakor paid the placement agent a 7% cash fee on gross proceeds, a 1% non-accountable expense, and reimbursed certain expenses, and conducted the sale under its effective Form S-3 shelf with a prospectus supplement dated October 27, 2025.

Vivakor (VIVK) launched a primary offering of 10,909,090 shares of common stock at $0.22 per share and 5,000,000 Pre-funded Warrants priced at $0.219 (exercise price $0.001), plus 5,000,000 shares underlying the warrants. This best efforts deal has no minimum and uses D. Boral Capital LLC as placement agent.

Gross proceeds total $3,494,999.80 with placement fees of 7%, yielding proceeds before expenses of $3,250,349.81. The company estimates approximately $3.1 million in net proceeds, intended for working capital and general corporate purposes. Common stock outstanding was 107,753,225 before the offering and would be 123,662,315 assuming all Pre-funded Warrants are exercised.

The Pre-funded Warrants are immediately exercisable, have no expiration, and include a 4.99% (or 9.99% at purchaser election) beneficial ownership limit. Vivakor notes recent developments including a notice of default under a junior secured convertible note and multiple conversions into common stock, as well as a Nasdaq minimum bid price compliance extension to March 16, 2026.

Vivakor, Inc. (VIVK)up to $40 million in combined availability, to be extended from time to time for commodity trading activities.

Second, Vivakor agreed to settle claims by James Samuelson. The company will pay $100,000 on or before January 30, 2026 and issue common stock valued at $400,000 on October 24, 2025, $400,000 on November 3, 2025, $400,000 on November 13, 2025, and $350,000 on November 24, 2025. The shares will be issued under the 2023 Equity Incentive Plan, registered on Form S‑8, and priced at a 20% discount to the average of the lowest five VWAPs over the prior 15 trading days before each issuance. A Leak‑Out Agreement limits daily sales to the greater of net proceeds equaling $25,000, 10% of the 90‑day average trading volume, or 10% of the day’s trading volume. Court dates related to the lawsuit have been taken off calendar and the court will retain jurisdiction through final payment.

Vivakor, Inc. completed a registered direct offering, selling 8,417,645 shares of common stock at $0.2164 per share and 14,689,851 pre-funded warrants at $0.2154, for aggregate gross proceeds of approximately $5 million before fees. The transaction closed on October 17, 2025.

The pre-funded warrants are immediately exercisable at $0.001 per share and include ownership limits of 4.99% (or 9.99% if elected before issuance). Vivakor plans to use net proceeds for working capital and general corporate purposes. D. Boral Capital LLC acted as placement agent, receiving a 7% cash fee, a 1% non-accountable expense fee, and reimbursed expenses. The securities were offered off the company’s effective Form S-3 shelf and a prospectus supplement dated October 16, 2025.

Vivakor, Inc. (VIVK) reported three conversions of its junior secured convertible promissory note held by J.J. Astor & Co. into common stock. On October 10, 2025, October 15, 2025, and October 16, 2025, the lender converted $350,000 of principal on each date into 3,323,837 shares, 3,796,095 shares, and 3,795,095 shares, respectively.

The conversions relate to the $6,625,000 junior secured convertible note issued on March 17, 2025, under which the company received $5,000,000 in proceeds on March 18, 2025. The shares were issued without a Rule 144 restrictive legend based on a legal opinion, and the issuance was made under Section 4(a)(2) as a private placement to an accredited investor.

Vivakor, Inc. (VIVK) launched a primary offering of 8,417,645 shares of common stock and 14,689,851 pre-funded warrants, plus 14,689,851 underlying shares. The offering price is $0.2164 per share; each pre-funded warrant is priced $0.001 less and is immediately exercisable at $0.001 per share, subject to 4.99% (or 9.99%) beneficial ownership limits.

Gross proceeds are $4,985,772.28, with proceeds before expenses of $4,636,768.22 and an estimated net of about $4.5 million. The company plans to use the net proceeds for working capital and general corporate purposes. D. Boral Capital LLC is the exclusive placement agent in a best efforts, no-minimum deal; placement agent fees are 7% of gross proceeds.

Shares outstanding were 78,365,157 before the offering and would be 101,472,653 assuming non-cashless exercise of all pre-funded warrants. VIVK last closed at $0.295 on October 15, 2025. Recent updates note a lender’s default notice and multiple note conversions into common stock, as well as a Nasdaq extension to March 16, 2026 to regain the $1.00 bid price.