---
schema_version: "secwatch.filing_event.v1"
accession: "0001829126-25-010054"
form_type: "8-K"
ticker: "VIVK"
cik: "0001450704"
company_name: "Vivakor, Inc."
filed_at: "2025-12-16T23:59:59+00:00"
generated_at: "2026-05-16T13:01:41.784148+00:00"
event_type: "regulatory"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Vivakor receives Nasdaq non-compliance notice for October 2025 offerings requiring shareholder approval

## Summary
- Nasdaq Staff determined Oct 24 and Oct 30 offerings violated Rule 5635(d) by exceeding 20% of pre-transaction shares at discount to Minimum Price.
- Company has 45 days to submit a plan to regain compliance; if accepted, up to 180-day extension may be granted.
- Between Dec 10-15, 2025, $507,172.86 of convertible notes were converted into 15,427,519 shares without restrictive legend.
- No immediate delisting; company plans to seek shareholder approval for the October offerings.
- October 24 Offering: 10,909,090 shares + 5M pre-funded warrants at $0.22; October 30: 10,600,000 shares + 3,566,666 pre-funded warrants at $0.18.

## SEC filing metadata
- accession: 0001829126-25-010054
- form_type: 8-K
- ticker: VIVK
- cik: 0001450704
- company_name: Vivakor, Inc.
- filed_at: 2025-12-16T23:59:59+00:00
- event_type: regulatory
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 3.01, 3.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1450704/000182912625010054/0001829126-25-010054-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1450704/000182912625010054/vivakorinc_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001829126-25-010054
- JSON: https://secwatch.observer/filing/0001829126-25-010054.json
- Plain text: https://secwatch.observer/filing/0001829126-25-010054.txt

## Source-grounded claims
- claim_id: 87757696feebe477b6c3708decca18b241d6a8c2
  claim: Vivakor, Inc. received a nasdaq deficiency notice notice regarding other (rules 5635(d)).
  evidence_excerpt: December 11, 2025, Vivakor, Inc., a Nevada corporation (the “Company”), received a written notification (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that based on the Staff’s review of the Company’s issuances of shares of common stock and prefunded warrants in connection with the Company’s registered direct offerings conducted in October 2025, the Staff has determined that the Company failed to comply with Nasdaq Listing Rule 5635(d) in relation to certain of the offerings, which requires prior shareholder approval fo
  evidence_url: https://www.sec.gov/Archives/edgar/data/1450704/000182912625010054/0001829126-25-010054-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.