{"url_path":"/sec/vivk/8-k/2026-07-21/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-21","source_url":"https://www.sec.gov/Archives/edgar/data/1450704/0001829126-26-007719-index.html","accession_number":"0001829126-26-007719","cik":"0001450704","ticker":"VIVK","issuer_name":"Vivakor, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1450704/0001829126-26-007719-index.html","primary_entity_key":"0001450704","primary_entity_name":"Vivakor, Inc."},"word_count":348,"has_tables":true,"body_markdown":"**Item 3.02**\n**Unregistered Sales of Equity Securities.**\n\n \n\nAs previously reported, on\nAugust 12, 2025, the Company issued a convertible promissory note (the “Note”), to an accredited investor (the “Holder”),\nin the principal amount of $647,059. The Company received $550,000, before fees.\n\n \n\nOn July 21, 2026, the Company\nreceived a Notice of Conversion (the “Holder’s Notice of Conversion”) from one of the Holder converting an aggregate\nof $28,545 of the principal amount and interest due under the Notes into 33,000 shares of the Company’s common stock (the “Holder’s\nShares”). Pursuant to the terms of the Note and the Holder’s Notice of Conversion, the Company issued the Holder’s Shares.\nThe Holder’s Shares were issued without a Rule 144 restrictive legend pursuant to a legal opinion received by the Company and its\ntransfer agent. The issuances of the foregoing securities were exempt from registration pursuant to Section 4(a)(2) of the Securities\nAct promulgated thereunder as the holder is an accredited investor and familiar with our operations.\n\n \n\nAs previously reported, between\nJune 6, 2025 and June 9, 2025, the Company issued convertible promissory notes (the “Lender Notes”), to seven non-affiliated\naccredited investors (the “Lenders”), in the aggregate principal amount of $5,117,647.06 in connection with a Securities Purchase\nAgreement entered into by and between the Company and the Lenders (the “Lender SPA”). Under the terms of the Lender SPA and\nthe Lender Notes, the Company received $4,350,000 prior to deducting customary fees.\n\n \n\nOn July 21, 2026, the Company\nreceived a Notice of Conversion from a Lender converting $27,680 of the amounts due under the Lender Notes into 32,000 shares of the\nCompany’s common stock (the “Lender Shares”), respectively. Pursuant to the terms of the Lender Notes and the Notices\nof Conversion, the Company issued the Lender Shares. The Lender Shares were issued without a Rule 144 restrictive legend pursuant to\na legal opinion received by the Company and its transfer agent. The issuances of the foregoing securities were exempt from registration\npursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the holder is an accredited investor and familiar with our\noperations."}