{"url_path":"/sec/gnvr/8-k/2026-06-22/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-22","source_url":"https://www.sec.gov/Archives/edgar/data/1792941/0001213900-26-070627-index.html","accession_number":"0001213900-26-070627","cik":"0001792941","ticker":"GNVR","issuer_name":"Genvor Inc","edgar_url":"https://www.sec.gov/Archives/edgar/data/1792941/0001213900-26-070627-index.html","primary_entity_key":"0001792941","primary_entity_name":"Genvor Inc"},"word_count":398,"has_tables":true,"body_markdown":"**Item 1.01. Entry into a Material Definitive Agreement.**\n\n \n\nAs previously reported on a Current Report on\nForm 8-K filed by Genvor Incorporated (the “Company”) with the Securities and Exchange Commission on April 22, 2026 (the “Prior\n8-K”), on April 16, 2026, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with Evergreen\nCapital Management LLC (“Evergreen”), pursuant to which the Company agreed to issue and sell to Evergreen (i) convertible\npromissory notes in the aggregate principal amount of up to $800,000 (each, a “Note”), and (ii) warrants to purchase up to\n600,000 shares of Company common stock, for an aggregate purchase price of up to $666,668, payable in four tranches (each, a “Tranche”).\n\n \n\nOn June 17, 2026 (the “Effective Date”),\nthe Company and Evergreen entered into a side letter agreement (the “Letter Agreement”), pursuant to which, among things:\n(i) Evergreen’s registration rights, including its piggyback registration rights, were deleted; (ii) the number of warrants to be\nissued was increased from 600,000 to up to 1,200,000; (iii) Evergreen accelerated the funding of the second and third Tranches such that,\non the Effective Date, the Company received gross proceeds of $333,334; and (iv) the fourth Tranche in the amount of $166,667 (the “Fourth\nTranche”) may be funded at the option of Evergreen, provided that Evergreen’s option to fund the Fourth Tranche will expire upon\nthe maturity date of the Note.\n\n \n\nIn connection with the funding of the second and\nthird Tranches, on June 17, 2026, the Company issued to Evergreen a five-year warrant (the “Warrant”) to purchase up to 300,000\nshares (the “Warrant Shares”) of the Company’s common stock at an exercise price of $1.00 per share, subject to adjustment.\nPursuant to the Warrant, if at any time after the six month anniversary of the issuance date, the Market Price (as defined in the Warrant)\nof one share of common stock is greater than the exercise price and the Warrant Shares are not registered pursuant to an effective registration\nstatement, Evergreen may exercise the Warrant on a cashless basis.\n\n \n\nThe foregoing descriptions of the Letter Agreement\nand the Warrant do not purport to be complete and are qualified in their entirety by reference to the full text of the Letter Agreement\nand the Warrant, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated\nherein by reference."}