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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 19, 2025
VIVAKOR, INC.
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-41286 |
|
26-2178141 |
| (State or other jurisdiction of |
|
(Commission |
|
(IRS Employer |
| incorporation or organization) |
|
File Number) |
|
Identification No.) |
5220 Spring Valley Rd. Suite 500
Dallas, TX 75254
(Address of principal executive offices)
(949) 281-2606
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock |
|
VIVK |
|
The Nasdaq Stock Market LLC (Nasdaq Capital Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
| Item 7.01 |
Regulation FD Disclosure. |
On August 19, 2025, the Company issued a press
release regarding Vivakor’s Board of Directors resetting the record date of a special dividend of shares of Adapti, Inc. owned by
Vivakor. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference (a “Press Release”).
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
In reviewing the agreements included or incorporated
by reference as exhibits to this Current Report on Form 8-K, please remember that they are included to provide investors with information
regarding their terms and are not intended to provide any other factual or disclosure information about Vivakor or the other parties to
the agreements. The agreements may contain representations and warranties by each of the parties to the applicable agreement. These representations
and warranties have been made solely for the benefit of the parties to the applicable agreement and:
| ● | should
not in all instances be treated as categorical statements of fact, but rather as a way of
allocating the risk to one of the parties if those statements prove to be inaccurate; |
| ● | have
been qualified by disclosures that were made to the other party in connection with the negotiation
of the applicable agreement, which disclosures are not necessarily reflected in the agreement; |
| ● | may
apply standards of materiality in a way that is different from what may be viewed as material
to other investors; and |
| ● | were
made only as of the date of the applicable agreement or such other date or dates as may be
specified in the agreement and are subject to more recent developments. |
Accordingly, these representations and warranties
may not describe the actual state of affairs as of the date they were made or at any other time. Additional information about Vivakor
may be found elsewhere in this Current Report on Form 8-K and in Vivakor’s other periodic filings which are available without charge
through the SEC’s website at http://www.sec.gov.
| Exhibit No. |
|
Exhibit |
| 99.1 |
|
Press Release Regarding Special Dividend of Shares of Adapti, Inc., issued August 19, 2025 |
| 104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL document). |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
VIVAKOR, INC. |
| |
|
|
| Dated: August 19, 2025 |
By: |
/s/ James Ballengee |
| |
|
Name: |
James
Ballengee |
| |
|
Title: |
Chairman, President, and Chief Executive Officer |
