10-K: Vivakor Reports Mixed Financials Amid Operational Shifts

Vivakor, Inc. filed its annual report detailing a significant revenue increase but also substantial operating losses and a going concern warning.

Summary

• Vivakor, Inc. reported total revenues of $104.4 million for the year ended December 31, 2025, an increase of 16% from $89.8 million in 2024.
• The company experienced a net loss of $110.2 million for 2025, a significant increase from a net loss of $26.4 million in 2024.
• Operating expenses rose by 215% to $101.6 million in 2025, largely due to a $40.6 million impairment charge and increased general and administrative costs.
• The company has a working capital deficit of $53.2 million as of December 31, 2025, and a cash balance of $2.1 million, with $1.8 million restricted.
• Vivakor has identified material weaknesses in its internal controls over financial reporting related to segregation of duties and accounting personnel.
• The company's independent auditors included an explanatory paragraph in their report expressing substantial doubt about Vivakor's ability to continue as a going concern.
• The company completed the divestiture of Meridian Equipment Leasing, LLC and Equipment Transport, LLC on July 30, 2025, for $11.1 million in Series A Preferred Stock.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this filing as negative due to the significant increase in net loss, operating expenses, and the going concern warning, despite revenue growth.

Positives

• Revenue increased by 16% to $104.4 million in 2025, driven by full-year operations of the Endeavor Entities and expanded supply and trading activities.
• Gross profit increased by 258% to $37.7 million in 2025, primarily due to improved margins in the transportation and logistics segment.
• The transportation and logistics segment saw a 23.62% revenue increase to $35.1 million in 2025, benefiting from a full year of operations and segment realignment.
• The company's website is www.vivakor.com.
• The company has a diversified portfolio of midstream infrastructure assets and is developing environmental solutions.

Negatives

• The company reported a net loss of $110.2 million for 2025, compared to $26.4 million in 2024.
• Operating expenses increased by 215% to $101.6 million in 2025, largely due to a $40.6 million impairment charge and increased G&A.
• The company has a working capital deficit of $53.2 million as of December 31, 2025.
• Cash and cash equivalents were $2.1 million as of December 31, 2025, with $1.8 million restricted.
• The company has identified material weaknesses in internal controls over financial reporting.
• The auditors' report includes substantial doubt about the company's ability to continue as a going concern.
• Loss on conversion of debt was $17.4 million in 2025.
• The terminaling and storage segment saw an 83% revenue decrease to $11.7 million in 2025, primarily due to divestitures.
• Goodwill was fully impaired in 2025, with a charge of $40.6 million.
• The company has significant debt obligations maturing within one year.
• The company is subject to numerous legal proceedings, with claims totaling tens of millions of dollars.

Risks

• The business is substantially dependent on oil and natural gas exploration, development, and production activity.
• Revenues are sensitive to fluctuations in oil and natural gas prices.
• The company is subject to the hazards inherent in the oil and gas industry, including equipment failures, accidents, fires, and spills.
• A substantial portion of operating assets are located in the Permian and Eagle Ford Basins, creating vulnerability to regional risks.
• The company may have difficulty raising additional capital when needed, and any such financing could result in dilution.
• The company has historically suffered net losses and may not be able to sustain profitability.
• The company's financial condition raises doubts about its ability to continue as a going concern.
• Material weaknesses in internal control over financial reporting could prevent accurate financial reporting or fraud prevention.
• Failure to obtain or maintain necessary permits could materially adversely affect operations.
• The company depends on a limited number of key employees.
• The conflict in Iran has caused uncertainty in energy markets and could impact the business.
• The company's common stock is subject to potential delisting if it does not meet Nasdaq requirements.

Future Outlook

The company requires additional capital to fund operations and meet debt obligations over the next twelve months. Management is pursuing equity and debt financings, a structured financing arrangement, and potential sale of certain assets. The company is also focused on improving operating cash flows through business plan execution, strategic acquisitions, asset monetization, and cost management.

Management Comments

• Management is actively pursuing multiple initiatives to enhance liquidity, including raising capital through equity and debt financings, executing a structured financing arrangement, and advancing the potential sale of certain midstream and transportation assets.
• Management is focused on improving operating cash flows through the execution of our business plan, including strategic acquisitions, asset monetization, and cost management initiatives.
• While management believes these actions, if successfully executed, will improve our liquidity position, there can be no assurance as to the timing or availability of such financing or the completion of planned transactions.

Industry Context

StockSavvy.ai notes that Vivakor operates in the midstream oil and gas sector, which is subject to commodity price volatility and regulatory changes. The company's strategy to integrate transportation, terminaling, marketing, and remediation services aims to capture value across the energy supply chain and align with increasing sustainability priorities.

Management Changes

Corporate Governance

Legal Proceedings

• Vivakor, Inc. v. Al-Dali International General Trading and Contracting Company, et al.: Plaintiff seeks over $15,000,000 for breach of contract and unjust enrichment related to Kuwait operations.
• Vivakor, Inc., et al., v. Unique Funding Solutions, LLC et al.: Plaintiffs allege fraud and seek damages exceeding $5 million related to a receivables factoring contract.
• AE Systems, LLC v. VivaVentures Remediation Corporation: Debtor claims breach of contract and damages of $156,356.00.
• Espri LHeureux v. Vivakor, Inc., et al.: Plaintiff asserts claims for discrimination, wrongful termination, and unfair business practices, seeking over $1,000,000.
• Great Lakes Petroleum Co. v. Vivakor, Inc.: Plaintiff obtained a default judgment for $183,808.77 for fuel and tank services.
• James Samuelson v. Vivakor, Inc., James Ballengee, et al.: Plaintiff alleged failure to pay wages, misclassification, and breach of contract, seeking $1,277,499.95; settled for $100,000 cash and shares.
• Julie Ridenhour Tonroy, as Personal Representative of the Estate of John Ridenhour, Deceased, v. Endeavor Crude, LLC, et al.: Lawsuit related to a motor vehicle accident settled in August 2025.
• Kellie Yates v. Endeavor Crude, LLC et al.: Plaintiff seeks damages of $50,000 to $1,000,000 for negligence and lost wages.
• Kush Properties, LLC d/b/a Motel 6 Floresville d/b/a Eagle Ford Inn, et al., v. Endeavor Crude, LLC, et al: Plaintiff alleges breach of contract and fraud, seeking $256,070.00 for lodging charges.
• Mikasa McKnight v. Endeavor Crude, LLC, et al.: Plaintiff alleged negligence and sought damages in excess of $1,000,000; lawsuit dismissed with prejudice.
• Misty Kitson, Blaine County Assessor v. Meridian Equipment Leasing, LLC: Plaintiff seeks a property tax valuation of $27,463,542.00.
• MV Purchasing, LLC et al., v. Endeavor Crude, LLC, et al., v. Unique Funding Solutions, LLC, et al.: Claims for fraud and breach of contract, seeking over $3,000,000.
• Novella Strmiska v. Endeavor Crude, LLC, et al.: Plaintiff obtained a default judgment for $256,717.00 for breach of contract and other claims.
• Rocket Capital NY LLC v. Silver Fuels Processing, LLC, et al.: Plaintiff obtained a default judgment for $1,514,619.08 for breach of contract.
• Texas Premier Resources, LLC et al., v. Vivakor, Inc., et al.: Plaintiffs assert claims for breach of contract and fraud, seeking over $5,000,000.
• Vincent Smith, et al., v. Meridian Transport, LLC, et al.: Plaintiffs allege gross negligence and seek damages up to $1,000,000.
• Viva Wealth Fund I, LLC v. Vivakor, Inc., et al.: Plaintiff alleges fraud and seeks damages in excess of $50 million related to equipment leases.
• VivaVentures Remediation Corp. v. Viva Wealth Fund I, LLC: Plaintiff alleges breach of contract and seeks damages exceeding $5.3 million for equipment leases.
• Tyler Nelson v. Vivakor, Inc., et al.: Plaintiff, former CFO, alleged breach of contract and failure to pay wages, seeking $2,154,158.47; settled for $250,000 cash and shares, but company defaulted on final payment.
• SRAX, Inc. v. Vivakor, Inc., et al.: Plaintiff obtained a default judgment for breach of contract; motion to set aside is pending.
• SRAX, Inc. v. Vivakor, Inc.: Plaintiff filed an application for transfer of shares.
• In the ordinary course of business, the Company is from time to time involved in various pending or threatened legal actions.

Related Party Transactions

• On November 5, 2025, the Company entered into a Settlement Agreement with Tyler Nelson, former CFO, for alleged unpaid wages and damages.
• On November 10, 2025, the Company entered into a Transition Agreement with Patrick Knapp, former EVP, General Counsel and Secretary.
• On November 25, 2025, the Company entered into a Debt Satisfaction and Preferred Stock Amendment Agreement where James Ballengee extinguished $569,589.04 owed under a convertible promissory note.
• On May 20, 2025, 6,922 shares of restricted common stock were issued to Jorgan Development, LLC, controlled by James Ballengee, for Series A Preferred Stock dividends.
• On October 1, 2024, the Company acquired Endeavor Entities, with sellers beneficially owned by James Ballengee, issuing common stock and Series A Preferred Stock.
• A Repair and Maintenance Subscription Plan was entered into with Horizon Truck and Trailer, LLC, an entity affiliated with James Ballengee, with a $100,000 monthly retainer.
• The Company acquired a Trucking Transportation Agreement with White Claw Crude, LLC, sharing a beneficiary with James Ballengee, requiring a minimum volume of 75,000 bbls per day.
• The Company acquired a Station Throughput Agreement with Posse Wasson, LLC, sharing a beneficiary with James Ballengee, guaranteeing $759,000 of annual throughput revenue.
• The Company acquired a Station Throughput Agreement with WC Crude, sharing a beneficiary with James Ballengee, guaranteeing $2,400,000 of annual throughput revenue.
• On July 30, 2025, the Company sold certain subsidiaries to Jorgan Development, LLC, an entity controlled by James Ballengee, for Series A Preferred Stock.
• The Company is directly obligated for a related-party note payable to Meridian Equipment Leasing, LLC, affiliated with James Ballengee, totaling $5,040,545.
• The Company assumed $2,302,696 of related-party debt owed to Meridian Equipment Leasing, LLC.
• A yard lease in Pearsall, Texas was entered into with a related party affiliated with James Ballengee.
• The Company has secured promissory notes with Jorgan Development, LLC and JBAH Holdings, LLC, entities beneficially owned by James Ballengee.
• The Company has an Oil Storage Agreement with White Claw Crude, LLC, an entity sharing a common beneficiary with James Ballengee.
• The Company has a Crude Petroleum Supply Agreement with WC Crude.
• The Company has an agreement to sell natural gas liquids and crude petroleum products to WC Crude.
• On October 17, 2024, newly acquired subsidiaries received funding of $530,000 under a promissory note between Vivakor, Inc. and Ballengee Holdings, LLC, beneficially owned by James Ballengee.
• On May 14, 2024, a promissory note was issued to James Ballengee, later replaced by a note to Ballengee Holdings, LLC.
• The Company received a loan from Ballengee Holdings, LLC, with an agreement to issue restricted shares.
• The Company has an existing note payable issued to Triple T, owned by Dr. Khalid Bin Jabor Al Thani, majority-owner of Vivakor Middle East LLC.

Stakeholder Impact

• Shareholders may experience dilution due to potential future equity financings and the conversion of convertible notes.
• The company's going concern status and material weaknesses in internal controls could negatively impact investor confidence.
• Creditors face increased risk due to the company's liquidity challenges and debt obligations.
• Employees may be impacted by the company's financial instability and potential restructuring.
• Customers may be affected by potential disruptions in services due to the company's financial condition.
• Suppliers may face payment delays or increased credit risk.

Next Steps

• The company is pursuing additional capital through equity and debt financings.
• Management is focused on improving operating cash flows through strategic acquisitions, asset monetization, and cost management.
• The company is working with lenders to address outstanding obligations and revise payment terms.
• The company plans to commission its first Remediation Processing Center (RPC) in the first quarter of 2026.

Key Dates

Recommendation

The company's significant operating losses, going concern warning, material weaknesses in internal controls, and substantial debt obligations, despite revenue growth, indicate a high level of financial risk. The ongoing legal proceedings and reliance on related-party transactions further add to the uncertainty. While there are strategic initiatives underway, the immediate financial health and operational stability are concerning.

Keywords

Vivakor, SEC Filing, 10-K, Annual Report, Oil and Gas, Midstream, Transportation, Terminaling, Storage, Supply and Trading, Remediation, Financial Results, Going Concern, Internal Controls