Corporate Finance

Vivakor reports second closing under institutional-investor note financing

Vivakor said investors completed the second closing of its note financing after the company amended related agreements ahead of its reverse stock split.

By Carter Hayes ยท

Key takeaways

  • Vivakor reported that investors funded the second closing under its securities purchase agreement on July 16, 2026.
  • The company said the financing involves promissory notes and that the stated purchase price is before placement-agent fees and other offering expenses.
  • An amendment to the financing documents provided for the company to maintain a floor price following its reverse stock split.
  • Vivakor also disclosed two conversion notices received on July 21, 2026, involving shares of common stock issued under earlier convertible notes.

Second closing completed under note financing

Vivakor reported that institutional investors funded the second closing of a financing transaction governed by a securities purchase agreement. The company said the first and second closings were conducted through an escrow arrangement with a third-party escrow agent.

The company described the transaction as the issuance and sale of promissory notes to the investors. It said the purchase price is stated before fees payable to placement agent RBW Capital Partners LLC, a division of Dawson James Securities, Inc., and other offering expenses.

Vivakor said it registered for resale the common shares that may be issued upon conversion of notes associated with the first and second closings. The related Form S-1 registration statement became effective with the SEC on July 16, 2026.

Financing documents amended before reverse split

On July 15, 2026, Vivakor and the investors entered into an amendment covering the securities purchase agreement, notes and standby equity purchase agreement. According to the company, the investors agreed to fund the second closing in return for Vivakor maintaining the floor price in the investment documents after its reverse stock split.

The company said the reverse stock split became effective on July 17, 2026. The filing also notes that the amendment summary is qualified by the full agreement filed as an exhibit.

Company discloses conversions under earlier notes

Vivakor said it received a conversion notice on July 21, 2026, from a holder of a convertible promissory note issued in August 2025. The company issued common shares pursuant to that notice.

The company also reported receiving a conversion notice that day from a lender under convertible notes issued in June 2025. Vivakor said it issued common shares under the lender conversion notice as well.

Separately, Vivakor furnished a July 21 press release concerning its subsidiary, Vivakor Supply & Trading, LLC. The company said the subsidiary executed four recurring physical crude-oil purchase and sale transactions with two commercial counterparties.