8-K filed February 4, 2026, 6:59 PM ET CIK 0001820566

M&A confidence high sentiment neutral materiality 1.00

Exclusive Investments completes $4.27/share all-cash acquisition of Inspirato; stock delisted

Inspirato Inc

Equity value ~$59M on fully diluted basis; represents ~50% premium to Dec. 16, 2025 close.
Inspirato became privately held; Nasdaq listing terminated effective Feb. 3, 2026.
Payam Zamani stepped down as CEO; James Henderson appointed Interim CEO.
New board consists solely of James Henderson; Robin Warne named CFO, Sara Whitford Secretary.
The Exclusive Collective expects combined entity to generate >$500M revenue and ~$70M EBITDA in 2026.

item 1.02 item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 7.01 item 9.01

Machine-readable event card

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accession: 0001820566-26-000018
form_type: 8-K
ticker: null
cik: 0001820566
company_name: Inspirato Inc
filed_at: 2026-02-04T23:59:59+00:00
discovered_at: 2026-05-14T18:02:36.341284+00:00
generated_at: 2026-05-16T05:01:04.481939+00:00
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Source-grounded claims

d15645ca60115a1cb97c9179e274b15448dc734b

Inspirato Inc underwent a change of control involving Exclusive Investments, LLC for $4.27 per share in cash (closed 2026-02-03).

by Parent, Merger Sub or the Company or any of their respective subsidiaries or held by stockholders who properly demanded appraisal) was converted into the right to receive $4.27 per share in cash (the “ Merger Consideration ”), subject to any applicable withholding taxes. Additionally, upon the Effective Time, (i) each award for restricted stock units

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

ac1603f1c9f93c6a77667538cb67e0b57e4b2555

Inspirato Inc terminated Capital One Note with Oakstone Ventures, Inc..

At the Effective Time, Exclusive Investments acquired from Oakstone Ventures, Inc. (“ Oakstone Ventures ”) the 8% Senior Secured Convertible Note of the Company issued to Oakstone Ventures pursuant to the Investment Agreement dated August 7, 2023 (the “ Capital One Note ”), pursuant to the Note Termination Agreement entered into among the Company, its subsidiary Inspirato LLC (“ Inspirato LLC ”) and certain subsidiaries of Inspirato LLC, Oakstone Ventures and Capital One Services, LLC in connection with the execution of the Merger Agreement.

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

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by Parent, Merger Sub or the Company or any of their respective subsidiaries or held by stockholders who properly demanded appraisal) was converted into the right to receive $4.27 per share in cash (the “ Merger Consideration ”), subject to any applicable withholding taxes. Additionally, upon the Effective Time, (i) each award for restricted stock units

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by Parent, Merger Sub or the Company or any of their respective subsidiaries or held by stockholders who properly demanded appraisal) was converted into the right to receive $4.27 per share in cash (the “ Merger Consideration ”), subject to any applicable withholding taxes. Additionally, upon the Effective Time, (i) each award for restricted stock units

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At the Effective Time, Exclusive Investments acquired from Oakstone Ventures, Inc. (“ Oakstone Ventures ”) the 8% Senior Secured Convertible Note of the Company issued to Oakstone Ventures pursuant to the Investment Agreement dated August 7, 2023 (the “ Capital One Note ”), pursuant to the Note Termination Agreement entered into among the Company, its subsidiary Inspirato LLC (“ Inspirato LLC ”) and certain subsidiaries of Inspirato LLC, Oakstone Ventures and Capital One Services, LLC in connection with the execution of the Merger Agreement.

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Source: SEC EDGAR

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