Vivakor, Inc. Enters $12M Note Financing; Equity Conversions; 4 Oil Trades

What Happened
Vivakor, Inc. announced that it completed a convertible note financing under a Securities Purchase Agreement (SPA) providing up to $12.0 million in gross proceeds (Purchase Price) and a Principal Amount of $15.0 million (reflecting a 20% original-issue discount). The financing closed in two halves: $6.0 million at the initial closing and $6.0 million at a second closing on July 16, 2026; a Registration Statement on Form S-1 covering resales of shares issuable on conversion went effective July 16, 2026. The company also has a standby equity purchase agreement (SEPA) giving one investor the right to purchase up to $100 million of common stock under specified limits and discounted pricing. Amendment No. 1 dated July 15, 2026 secured the investors’ funding of the second closing in exchange for maintaining a $0.37 floor price in the investment documents after Vivakor’s 1-for-20 reverse split (effective July 17, 2026). Separately, small conversions of prior convertible notes resulted in issuance of 33,000 and 32,000 shares on July 21, 2026, and Vivakor’s subsidiary, Vivakor Supply & Trading, LLC, executed four new recurring crude oil purchase and sale transactions with two counterparties (press release dated July 21, 2026).

Key Details

• SPA Financing: up to $12.0M Purchase Price; Principal Amount $15.0M (20% discount); First and Second Closings each funded $6.0M (Second Closing on July 16, 2026).
• SEPA (May 7, 2026): up to $100M equity line; per-Advance limits and discounted pricing (generally 94% of lowest VWAP over 3 trading days; intraday advances at 98% of lowest traded price).
• Amendment No. 1 (July 15, 2026): investors funded the second closing in return for a $0.37 floor price post-1-for-20 reverse split (reverse split effective July 17, 2026).
• Equity conversions (July 21, 2026): Holder converted $28,545 into 33,000 shares; a Lender converted $27,680 into 32,000 shares. Shares issued without Rule 144 legends based on legal opinion; issuances claimed exempt under Section 4(a)(2).

Why It Matters
The financing and SEPA provide Vivakor with near-term liquidity and an available equity funding mechanism (up to $100M) that the company can draw at its discretion. The S-1 registration for conversion shares and the amendment preserving a $0.37 floor after the reverse split are material to potential dilution and resale mechanics for converted shares. The small post‑closing conversions slightly increase outstanding share count. The subsidiary’s execution of four recurring crude oil trades signals active commercial operations in physical oil markets, which may affect revenue-generating activities going forward.