Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of New Directors to Board
On January 16, 2023, the Board of Directors (the "Board") of Vivakor, Inc. (the
"Company") appointed John Harris and Albert Johnson as independent members of
the Board and as members of the Audit Committee, Compensation Committee, and
Nominating and Corporate Governance Committee of the Board, and Mr. Harris and
Mr. Johnson accepted appointment to such positions.
In addition, on January 16, 2023, the Board appointed Tyler Nelson, the
Company's Chief Financial Officer, as a member of the Board, and Mr. Nelson
accepted appointment to such position.
John R. Harris, age 74
John R. Harris combines over 35 years of experience in Board of Directors, CEO
and Senior Management positions in a variety of industries including technology
services, telecommunications, healthcare, and business process outsourcing. He
currently serves on the board of directors for the Hackett Group, Hifu Prostate
Services, GenHemp, and Everservice. Since 2009 Mr. Harris has primarily been a
private investor, advisor, and board member for both public and privately held
companies. From 2006 to 2009 he was CEO of Etelecare Global solutions a leading
provider of offshore teleservices to Fortune 1,000 companies. From 2003 to 2005
he served as the CEO of Seven Worldwide, a digital content management company
where he was previously a member of the board of directors of the company. From
2001 to 2003, Mr. Harris consulted with a variety of venture-backed early-stage
companies. Previously Mr. Harris spent 25 years with Electronic Data Systems in
a variety of senior executive positions to include President of the 4 strategic
business units serving the telecommunications and media industries world-wide.
He was elected as a Corporate Vice-President and Officer of the company. During
his tenure with EDS, he gained extensive international experience working and
living in the Middle East, Europe and Asia. Mr. Harris has extensive public
company board experience through prior services on the boards of Premier Global
Services, Cap Rock Communications, Genuity, Ventiv Health, Startek, Sizmek,
Mobivity and Applied Graphic Technologies and served in a variety of positions
to include board member, committee chairman, lead director and chairman. Mr.
Harris received his BBA and MBA from the University of West Georgia where he
serves on the Board of Advisors to the Richards School of Business.
With Mr. Harris's years of experience with public company boards of directors,
as well as his international business background, he will be a strong addition
to the Board.
Albert Johnson, age 48
Albert Johnson brings over 25 years of experience in operations and senior
management in the midstream and downstream sectors of the oil and gas industry.
Previously, Mr. Johnson had been involved in public and privately held companies
holding various positions in senior management and serving as a member of boards
of directors. From 2014 to 2015, he was Director of Business Development for
Sunoco Logistics, LP., a publicly traded master limited partnership involved in
the marketing, trading, transportation and terminalling of crude oil, products
and NGLS. From July 2015 through May 2017, Mr. Johnson was the Vice President of
Business Development for Navigator Energy Services, LLC., a private equity
backed company involved in the gathering, transportation and terminalling of
crude oil. From March 2018 to November 2022, Mr. Johnson served as Executive
Vice President Business Development for ARX Energy, LLC. Since November 2022,
Mr. Johnson has served as Chief Commercial Officer for ARX Energy, LLC., a
privately held company involved in building a world class clean fuels facility
in the Port of Brownsville, Texas. Mr. Johnson served on the Board of Directors
for West Texas Gulf Pipe Line Company and on the Management Committee of SunVit
Pipeline, LLC. He has an undergraduate degree in History from the University of
Texas at Austin and an MBA finance concentration from Jones Graduate School of
Business at Rice University.
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As a member of the Board, Mr. Johnson will add significant expertise, in
particular with respect to the Company's midstream and downstream operations,
having worked extensively in the oil and gas industry.
Tyler Nelson, age 42
Tyler Nelson joined Vivakor on a part-time basis as Chief Financial Officer in
2014 and has served as full-time Chief Financial Officer since September 2020.
Mr. Nelson is a CPA who worked from 2006 to 2011 in Audit and Enterprise Risk
Services at Deloitte LLP (USA) and later at Withum+Brown, PC. He worked with
clients with assets of more than $100 billion and annual revenues of more than
$15 billion, which are considered some of the most respected financial
institutions in the world. In 2011, Mr. Nelson began working for LBL
Professional Consulting, Inc. where he provided merger and acquisition, initial
public offering, and interim chief financial officer services to clients. Mr.
Nelson continues to sit on the Board of Directors and remains an officer of LBL
Professional Consulting, Inc. Mr. Nelson earned a Master's Degree in Accountancy
from the University of Illinois- Urbana-Champaign, and a Bachelor's Degree in
Economics with a minor in Business Management from Brigham Young University.
Mr. Nelson will add value to the Board given his strong financial background and
familiarity with the Company in his role as Chief Financial Officer.
Family Relationships
Neither Mr. Harris, Mr. Johnson nor Mr. Nelson 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 the Company and Mr. Harris or
Mr. Johnson.
The Company has a consulting contract with LBL Professional Consulting, Inc.
("LBL"), which shares Mr. Nelson as a common officer and director with the
Company. For the year ended December 31, 2022 it is estimated that the LBL has
invoiced the Company for approximately $340,000 for services rendered. For the
years ended December 31, 2021 and 2020, LBL was paid $188,150 and $191,295 for
services rendered. The common officer/director is not the beneficiary of LBL and
is not permitted to participate in any discussion, including LBL's board
meetings, regarding any Company stock that LBL may own at any time. On December
17, 2020 the Company granted non-statutory stock options to LBL to purchase
333,334 shares of common stock, which was cancelled on September 1, 2022 by the
parties.
Resignation of Director
On January 16, 2023, Matthew Balk advised the Board of his resignation,
effective immediately, from the Board and from his position as a member of the
Audit Committee, the Compensation Committee and the Nominating and Corporate
Governance Committee. Such resignation was not the result of any dispute or
disagreement with the Company or the Board on any matter relating to the
operations, policies or practices of the Company.
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