UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 7, 2023, Camber Energy, Inc. (“we”, “us” or the “Company”) held its 2023 Annual Meeting of Stockholders (the “Meeting”). At the Meeting, an aggregate of 41,200,819 shares of voting stock, or approximately 38.32% of our 107,531,250 total outstanding voting shares as of October 9, 2023, 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 October 18, 2023 (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 |
| 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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| 27,072,371 |
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| 883,862 |
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| 13,244,586 |
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Fred S. Zeidman |
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| 27,000,956 |
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| 955,277 |
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| 13,244,586 |
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Robert K. Green |
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| 27,006,792 |
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| 949,440 |
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| 13,244,586 |
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David Herskovits |
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| 27,031,099 |
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| 925,133 |
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| 13,244,586 |
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Lawrence B. Fisher |
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| 27,003,420 |
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| 952,813 |
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| 13,244,586 |
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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, 2023. |
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| 40,477,767 |
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| 585,573 |
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| 137,479 |
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* There were no Broker Non-Votes on this proposal.
Proposal 3 |
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| For |
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| Against |
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| Abstain* |
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To approve, by a non-binding vote, the compensation of the Company’s named executive officers |
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| 34,128,712 |
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| 6,379,647 |
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| 692,460 |
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* There were no Broker Non-Votes on this proposal.
As a result of the above voting, each of the five (5) 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).
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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.
CAMBER ENERGY, INC. |
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By: | /s/ James A. Doris |
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Name: | James A. Doris |
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Title: | Chief Executive Officer |
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Date: December 11, 2023
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