Eva Live Inc 8-K

What Happened

• On April 14, 2026, Eva Live Inc. (GOAI) announced an Equity Distribution Agreement (EDA) with Maxim Group LLC as sales agent to offer and sell, from time to time, up to $100,000,000 aggregate offering price of its common stock in an "at-the-market" offering. Sales will be made under the company’s Form S-3 registration (File No. 333-294416) declared effective March 24, 2026, and a related prospectus supplement filed April 14, 2026. The company is not required to sell any shares and may set price, time or size limits on sales.

Key Details

• Maximum aggregate offering size: $100,000,000 of common stock.
• Sales agent and commission: Maxim Group LLC, paid a 3.0% commission on gross proceeds.
• Agent expense reimbursements: up to $30,000 upon execution and up to $3,500 on each Bringdown Date.
• Termination: mutual agreement, five days’ notice by either party, or automatically upon the earlier of 12 months, sale of all shares, or Company’s failure to deliver shares by the Settlement Date.

Why It Matters

• This EDA gives Eva Live a flexible, on‑demand way to raise capital (working capital and general corporate purposes) without a firm commitment to sell shares now.
• If shares are sold under the EDA, existing shareholders could face dilution; the timing, amount, and price of any sales are uncertain.
• Costs include a 3% sales commission plus limited reimbursements to the agent; sales will follow Nasdaq and federal securities rules and the company’s S-3 registration.