Current Report Filing (8-k)
29 Septembre 2022 - 10:16PM
Edgar (US Regulatory)
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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): September
27, 2022
Camber Energy,
Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
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000-29219
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20-2660243
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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15915 Katy Freeway, Suite 450 Houston, Texas
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77094
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(Address of principal executive offices)
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(Zip Code)
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(Registrant’s telephone number, including area
code): (281) 404-4387
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:
☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock
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CEI
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NYSE American
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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). ☐
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 5.07 Submission of Matters to a Vote of Security
Holders.
On September 27, 2022, Camber Energy, Inc. (“we”, “us” or the “Company”) held its combined 2021
and 2022 Annual Meeting of Stockholders (the “Meeting”). At the Meeting, an
aggregate of 330,350,920 shares of voting stock, or approximately
60.5% of our 545,750,593 total outstanding voting shares as of
August 12, 2022, the record date for the Meeting (the “Record Date”), were present
virtually at or were voted at the Meeting, constituting a quorum.
The following proposals were voted on at the Meeting (as described
in greater detail in the Definitive Proxy Statement on Schedule
14A, filed with the Securities and Exchange Commission on August
17, 2022, and the supplement thereto, filed with the Securities and
Exchange Commission on September 2, 2022 (together, the
“Proxy”), with the
results of such voting as set forth below. Capitalized terms have
the meanings given to such terms in the Proxy and this Form 8-K
should be read in connection with the Proxy.
Proposal 1
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For
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Withhold
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Broker Non-Votes
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Election of Directors:
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James A. Doris
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265,840,984
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12,924,664
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51,585,272
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Fred S. Zeidman
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262,711,066
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16,054,582
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51,585,272
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James G. Miller
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263,837,754
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14,927,894
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51,585,272
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Robert K. Green
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263,863,681
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14,901,967
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51,585,272
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Proposal 2
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For
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Against
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Abstain*
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Ratification of the appointment of Turner, Stone & Company,
L.L.P. as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2022.
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316,753,242
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11,787,836
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1,809,842
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Proposal 3
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For
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Against
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Abstain
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Broker
Non-Votes
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To approve, by a non-binding vote, the compensation of the
Company’s named executive officers
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266,339,685
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18,058,070
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2,127,426
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43,825,739
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* There were no Broker Non-Votes on this proposal.
As a result of the above voting, each of the four (4) director
nominees were duly appointed to the Board of Directors by a
plurality of the votes cast (there was no solicitation in
opposition to management’s nominees as listed in the proxy
statement), each to serve a term of one year and until their
respective successors have been elected and qualified, or until
their earlier resignation or removal; proposals 2 and 3, which each
required the affirmative vote of a majority of the shares present
in person or represented by proxy at the Meeting and entitled to
vote, were validly approved by the Company’s stockholders
(notwithstanding the fact that proposal 3 is non-binding).
SIGNATURE
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.
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CAMBER ENERGY, INC.
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Date: September 29, 2022 |
By:
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/s/ James A. Doris
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Name:
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James A. Doris
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Title:
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Chief Executive Officer
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Camber Energy (AMEX:CEI)
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Camber Energy (AMEX:CEI)
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