Item 5. Other Information
ITEM 5. OTHER INFORMATION
On February 14, 2022, we closed an underwritten
public offering of 1,600,000 shares of common stock, at a public offering price of $5.00 per share, for aggregate gross proceeds of $8.0
million, prior to deducting underwriting discounts, commissions, and other offering expenses. In addition, we granted the underwriter,
EF Hutton, division of Benchmark Investments, LLC ("EF Hutton"), a 45-day option to purchase up to an additional 240,000 shares
of Common Stock at the public offering price per share, less the underwriting discounts and commissions, to cover over-allotments, if
any, and has issued the underwriter, EF Hutton, 5-year warrants to purchase 80,000 shares of common stock at an exercise price equal $5.75.Our
Common Stock began trading on the Nasdaq Capital Market on February 14, 2022, under the symbol "VIVK". EF Hutton, acted as sole
book-running manager for the offering. Simultaneous with the close of the offering, we converted 66,667 shares of Series A Preferred Stock
in to 833,333 shares of common stock. We effected a 1-for-30 reverse split of our authorized and outstanding shares of our Common Stock
and preferred stock (the “Reverse Stock Split”) via the filing of a certificate of change with the Nevada Secretary of State
simultaneously with the close of the underwritten public offering, which was effective at the commencement of trading of our Common Stock.
No fractional shares of our common stock were issued as a result of the Reverse Stock Split. Any fractional shares resulting from the
Reverse Stock Split were rounded up to the nearest whole share, resulting in a round up issuance of 2,271 shares of our common stock.
In conjunction with the offering, approximately $1,228,997 in convertible notes payable were converted into 272,156 shares of common stock.
ITEM 6. EXHIBITS
Incorporated by
Exhibit
Reference
Filed or Furnished
Number
Exhibit Description
Form
Exhibit
Filing Date
Herewith
1.1
Underwriting Agreement, by and among Vivakor, Inc., and EF Hutton, division of Benchmark Investments, LLC, dated February 11, 2022
8-K
1.1
2/17/2022
3.1
Certificate of Change Pursuant to NRS 78.209, filed with the Secretary of State of the State of Nevada on February 11, 2022
S-1/A
3.4
2/4/2022
4.1
Form of Representative’s Warrants
8-K
4.1
2/17/2022
10.1
Vivakor 2021 Equity Incentive Plan
S-1/A
10.8
2/9/2022
10.2
Lease Agreement, by and between Vivakor, Inc., and Tar Sands Holdings II, LLC, dated March 9, 2022
8-K
10.1
3/15/2022
10.3
Memorandum of Understanding, by and between Vivakor, Inc., and Greenfield Energy, LLC, dated March 8, 2022
8-K
10.2
3/15/2022
10.4
Product Off-take Agreement, by and between Vivaventures Energy Group, Inc. and Hot Oil Tansport, LLC, dated April 26, 2022
8-K
10.1
5/2/2022
31.1*
Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer.
X
31.2*
Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer.
X
32.1**
Section 1350 Certification of Chief Executive Officer.
X
32.2**
Section 1350 Certification of Chief Financial Officer.
X
101.INS*
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File
because its XBRL tags are embedded within the Inline XBRL document)
101.SCH*
InlineXBRL Taxonomy Extension Schema Document
101.CAL*
InlineXBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*
InlineXBRL Taxonomy Extension Definition Linkbase Document
101.LAB*
InlineXBRL Taxonomy Extension Label Linkbase Document
101.PRE*
XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
** In accordance with SEC Release 33-8238,
Exhibits 32.1 and 32.2 are being furnished and not filed.
27
SIGNATURES
Pursuant to the requirements
of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
VIVAKOR, INC.
By:
/s/ Matthew Nicosia
Matthew Nicosia
Chief Executive Officer (Principal Executive Officer)
Date:
May 13, 2022
VIVAKOR, INC.
By:
/s/ Tyler Nelson
Tyler Nelson
Chief Financial Officer (Principal Financial and Accounting Officer)
Date:
May 13, 2022
28
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.