Vivakor, Inc. 10-Q

Item 4. Controls and Procedures The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, refers to controls and procedures that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact there are resource constraints and management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs. The Company maintains disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is communicated to management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. With the participation of our Chief Executive Officer and Chief Financial Officer, management evaluated the effectiveness of these disclosure controls and procedures as of September 30, 2025. Based on this evaluation, management concluded that our disclosure controls and procedures were not effective due to material weaknesses in internal control over financial reporting. These material weaknesses included: (i) inadequate technical training and supervisory review within the accounting function, which limited the ability of personnel to evaluate complex accounting matters and appropriately review the work of specialists; (ii) insufficient oversight and dual-authorization controls over certain treasury and fixed-asset processes; and (iii) inconsistent adherence to corporate governance review and authorization procedures for significant transactions and external disclosures, resulting in insufficient executive and Board-level oversight. These deficiencies create a reasonable possibility that a material misstatement of the financial statements will not be prevented or detected in a timely manner. Management has begun implementing remediation measures, including providing additional technical accounting and internal control training to accounting personnel, realigning responsibilities to enhance segregation of duties and supervisory review, strengthening review controls over treasury and fixed-asset processes, and increasing executive and Audit Committee oversight of financial reporting and disclosure activities. Remediation efforts remain ongoing and will continue in future periods. Changes in Internal Control Over Financial Reporting Other than the remediation activities described above—including enhanced training, improved review controls, realignment of personnel responsibilities, and increased oversight—there were no other changes in our internal control over financial reporting during the quarter ended September 30, 2025 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 39 PART II - OTHER INFORMATION