INSPIRE VETERINARY PARTNERS, INC. 8-K

What Happened

• Inspire Veterinary Partners, Inc. announced on December 18, 2025 that it entered a Cancellation and Exchange Agreement with Target Capital 1 LLC to cancel $150,000 of principal under a promissory note (the June Note) in exchange for 3,000,000 shares of the company’s Class A common stock. The number of shares was calculated at $0.05 per share. The exchange was effected relying on the registration exemption in Section 3(a)(9) of the Securities Act.

Key Details

• Agreement date: December 18, 2025; original note dated June 10, 2025 (as amended).
• Debt canceled: $150,000 of outstanding principal under the June Note.
• Shares issued: 3,000,000 shares of Class A common stock (calculated as $150,000 ÷ $0.05 per share).
• Transaction relied on Section 3(a)(9) exemption for unregistered securities (reported under Item 3.02).

Why It Matters

• The transaction reduces the company’s debt by $150,000 and eliminates the associated repayment obligation, while increasing outstanding equity by 3,000,000 shares. For investors, this is a debt-for-equity swap that affects the company’s capital structure—reducing liabilities but diluting existing shareholders. Investors should review the company’s outstanding share count and subsequent filings to assess the dilution impact and any changes to financial obligations.