Item 1.01 Entry into a Material Definitive Agreement.
Land Lease Agreement
On December 16, 2022, a subsidiary of Vivakor, Inc. (the "Company"),
VivaVentures Remediation Corp., entered into a Land Lease Agreement (the "Land
Lease") with W&P Development Corporation, under which the Company agreed to
lease approximately 3.5 acres of land in Houston, Texas (commonly known as The
San Jacinto River & Rail Park, 18511 Beaumont Highway, Houston, Texas). The Land
Lease is for an initial term of 126 months and may be extended for an additional
120 months at the Company's discretion. Monthly rent is $0 for the first three
months and then, beginning at month 4, is approximately $7,000 (based on a 50%
reduction), then increases to approximately $13,000 in month 7 and then
increases annually up to approximately $16,000 per month by the end of the
initial term. The Company plans to place one or more of its Remediation
Processing Machines (RPCs) on such leased property, as well as store certain
equipment.
The foregoing description of the Land Lease does not purport to be complete and
is qualified in its entirety by the full text of such agreement, which is filed
herewith as Exhibit 10.1.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 15, 2022, the Board of Directors (the "Board") of the Company
appointed David Natan to the Board, as Chair of the Audit Committee and as a
member of the Compensation Committee and the Nominating and Governance
Committee, and Mr. Natan accepted appointment to such positions.
David Natan, age 69, currently serves as President and Chief Executive Officer
of Natan & Associates, LLC, a consulting firm offering chief financial officer
services to public and private companies in a variety of industries, since
2007. In addition, Mr. Natan currently serves as Executive Vice President and
Chief Financial Officer for Airborne Motorworks, Inc., a privately-held
aerospace transportation company, since April 2020. From February 2010 to May
2020, Mr. Natan served as Chief Executive Officer of ForceField Energy, Inc.
(OTCMKTS: FNRG), a company focused on the solar industry and LED lighting
products. From February 2002 to November 2007, Mr. Natan served as Executive
Vice President of Reporting and Chief Financial Officer of PharmaNet Development
Group, Inc., a drug development services company, and, from June 1995 to
February 2002, as Chief Financial Officer and Vice President of Global
Technovations, Inc., a manufacturer and marketer of oil analysis instruments and
speakers and speaker components. Prior to that, Mr. Natan served in various
roles of increasing responsibility with Deloitte & Touche LLP, a global
consulting firm. Mr. Natan currently serves as a member of the Board of
Directors and Chair of the Audit Committee of Global Diversified Marketing
Group, Inc. (OTCMKTS: GDMK), a manufacturer, marketer and distributor of food
and snack products, since February 2021; and serves as a member of the Board of
Directors and Chair of the Audit Committee of the Board of Directors of Sunshine
Biopharma, Inc. (Nasdaq: "SBFM") a pharmaceutical and nutritional supplement
company, since February 2022. On August 15, 2022 Mr. Natan became an independent
Director of Titan Pharmaceuticals, Inc. (Nasdaq: "TTNP") where he serves as
Chair of the Compensation Committee. Previously, Mr. Natan served as Chairman of
the Board of Directors of ForceField Energy, Inc., from April 2015 to May 2020,
and as a member of the Board of Directors of Global Technovations, Inc., from
December 1999 to December 2001. Mr. Natan holds a B.A. in Economics from Boston
University.
As a member of the Board, Mr. Natan will add considerable value, including
through his extensive public company experience, which includes direct
involvement in more than 20 M&A transactions, as well as advising regarding
successful fund-raising activities related to such transactions.
Family Relationships
Mr. Natan does not have a family relationship with any of the current officers
or directors of the Company.
Related Party Transactions
There are no related party transactions between Mr. Natan and the Company.
2
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 the Company 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 the Company may be found elsewhere in this Current Report on
Form 8-K and in the Company's other periodic filings which are available without
charge through the SEC's website at http://www.sec.gov.
Exhibit No. Exhibit
10.1 Land Lease
104 Cover Page Interactive Data File (formatted in inline XBRL, and
included in exhibit 101).© Edgar Online, source Glimpses
VIVAKOR, INC. 
