What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2024-03-25 compared with 2023-03-17 · 237 added, 161 removed, 398 unchanged (50% of the section changed)

6 unchanged sentences

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.

Internal control over financial reporting is a process designed under the supervision of our Interim Principal Executive Officer and Principal Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S.

Internal control over financial reporting is a process designed under the supervision of our Principal Executive Officer and Principal Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S.

GAAP and includes those policies and procedures that:

7 unchanged sentences

The Company lacks sufficient internal resources to analyze and interpret accounting for certain complex features of the Series C Preferred shares and other complex accounting issues;

The Company does not have enough competent accounting staff and senior management that can provide proper oversight and detection of errors.

The Company has not designed controls to ensure that financial information is reviewed and approved by an individual at the same or higher level than the preparer of the financial information.

Specifically, the CFO is the primary preparer of most of the financial information, including the complex accounting areas such as equity transactions, derivative liabilities, impairment and business combinations.

There is no review or approval of this information.

Under the supervision and with the participation of our management, including our Principal Executive Officer and Principal Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2023 based on the criteria framework established in the 2013 Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“ COSO ”).

14 unchanged sentences

OTHER INFORMATION

During the three months ended December 31, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

1 unchanged sentence

The following table and accompanying descriptions indicate the name of each officer and director, including their age, principal occupation or employment, and the year in which each person first became a director.

Date First Elected/Appointed as Director

Date First Elected/Appointed as Officer or Director

Chief Executive Officer and Director

1 unchanged sentence

Chief Financial Officer, and Treasurer

December 23, 2020

September 1, 2023

January 11, 2018

July 10, 2018

December 23, 2020

David Herskovits

December 7, 2023

Information Concerning the Board of Directors and its Committees.

1 unchanged sentence

There are no agreements with respect to the election of directors.

We have historically compensated our directors for service on the Board and committees thereof through the issuance of shares of common stock, stock options and cash compensation for meeting fees.

Additionally, we reimburse directors for expenses incurred by them in connection with the attendance at meetings of the Board and any committee thereof (as described below).

We have historically compensated our directors for their service on the Board and committees thereof through the issuance of shares of common stock, stock options and cash compensation for meeting fees.

Additionally, we reimburse directors for expenses incurred by them in connection with their attendance at meetings of the Board and any committee thereof (as described below).

The Board appoints annually the executive officers of the Company and the executive officers serve at the discretion of the Board.

10 unchanged sentences

Doris graduated cum laude from the University of Ottawa.

Chief Financial Officer

Barker was appointed as Chief Financial Officer for the Company on December 23, 2020 in conjunction with the acquisition of Viking by the Company.

Barker is a Certified Public Accountant licensed to practice in the State of Florida.

Barker has been providing professional services to Viking Energy Group, Inc.

since the beginning of 2015.

On December 29, 2017, Mr.

Barker accepted the position as Chief Financial Officer of Viking Energy Group, Inc.

Barker has vast experience providing strategic, financial, accounting and tax-related services in various capacities to both Public and Private entities, including Compliance Reporting with the Securities and Exchange Commission, the planning, preparation and oversight of annual audit functions, presentation of financial data to Public Company Boards, turn-around management, bankruptcy and asset recovery, Strategic planning for survival of troubled companies, financial forecasting and cash flow management, litigation support and forensic analysis, mergers and acquisitions and reverse mergers.

Barker has served as Chief Financial Officer of several Public Companies with Revenues in excess of $40 million.

Barker’s Industry experience include the fields of Defense Contracting, Manufacturing, Alternative Energy, Electrical Contracting, Healthcare Research and Construction, Oil and Gas, Health Care Services and Administration, Not for Profit, Retail, Distribution, Gaming, Real Estate, Professional Services, Internet Technologies, Media Communications, Web Based Technologies, Banking, Investments, Insurance, Private Equity, Municipal and County Governments and Treasure Exploration.

Barker received a B.A.

in Accounting and Finance from the University of South Florida, Tampa, Florida in 1978.

John McVicar, Chief Financial Officer

McVicar joined Viking as CFO in June 2022 and was named CFO of Camber on September 1, 2023.

He brings 35 years of international business experience in Management Consulting and Finance.

He is a retired partner of EY LLP where he spent a total of 23 years in management consulting and audit.

He has also served as CFO of TSX and TSXV listed companies and held several regional finance leadership roles with large U.S.

and Canadian multinationals in Canada, the U.S., South America and Asia.

McVicar is a CPA, CA and received an MBA from Duke University and a B.

Comm from Queen's University.

He also holds an ICD.D from the Institute of Corporate Directors.

Zeidman, Director

18 unchanged sentences

The Board of Directors believes that Mr.

Zeidman is highly qualified to serve as a member of the Board due to his significant experience serving as a director of public and private companies and institutions and his substantial understanding of the oil and gas industry in general.

Miller, Director

Miller is a retired corporate executive, having served as president and CEO of several energy companies.

He has previously served on the Board of Directors of companies listed on NYSE, NASDAQ and the Australian Stock Exchange.

From 2009 until 2016, Mr.

Miller served as a Director of Guardian 8 Holdings.

From December 31, 2010 through March 2018, he was a Director of Enerjex Resources, Inc.

(NYSE American), an oil and gas exploration and production company, and chaired the Audit Committee.

In March 2018, Enerjex executed a merger which concluded his Board service.

He also served on the Board of Trustees of The Nature Conservancy, Missouri Chapter, for 16 years and is a past Board Chair.

Miller holds a BS in Electrical Engineering and an MBA in management from the University of Wisconsin-Madison.

Director Qualifications:

The Board of Directors believes that Mr.

Miller is highly qualified to serve as a member of the Board due to his experience having served as president and CEO of several energy companies and serving on the Board of Directors of several publicly-traded companies.

Zeidman is highly qualified to serve as a member of the Board of Directors due to his significant experience serving as a director of public and private companies and institutions and his substantial understanding of the oil and gas industry in general.

Robert Green, Director

5 unchanged sentences

The Board of Directors believes that Mr.

Green is highly qualified to serve as a member of the Board due to his experience having served as CEO of several energy companies and serving on the Board of Directors of several publicly-traded companies.

Green is highly qualified to serve as a member of the Board of Directors due to his experience having served as a CEO of a publicly traded company and having served on the Board of Directors of several publicly traded companies.

David Herskovits, Director

Herskovits is a retired audit partner of Deloitte & Touche LLP.

Herskovits joined Deloitte in 1974, was admitted to the partnership in 1985, and retired in 2013.

During his career, Mr.

Herskovits was responsible for major audit engagements for public and private companies.

He also served in several technical and quality assurance roles at the firm.

Herskovits received an MBA from Harvard University and a B.S.

from Cornell University.

Herskovits previously served as a Director of Viking.

Director Qualifications:

The Board of Directors believes that Mr.

Herskovits is highly qualified to serve as a member of the Board of Directors due to his experience having been a partner for several years of an internationally recognized accounting firm and having served on the Board of Directors of Viking, including serving as Chair of Viking’s Audit Committee, for approximately five years.

Fisher, Director

Fisher practiced securities law in New York City for over 40 years.

He was Partner in the law firm Orrick, Herrington & Sutcliffe for 11 years until retirement in 2002.

While at the firm, Mr.

Fisher was Partner-In-Charge of the New York office and a member of the firm’s Executive Committee.

Prior to Orrick, Mr.

Fisher was a partner in the New York law firm Kelley, Drye & Warren for 10 years, including 3 years as a member of the firm’s Executive Committee, and prior to his time at Kelley, Drye & Warren, Mr.

Fisher was associate and then partner in the law firm Parker, Chapin and Flattau for an aggregate of 22 years, 5 as an associate and the remainder as a partner.

There, too, Mr.

Fisher was a member of the firm’s Executive Committee.

Fisher graduated from Columbia College in 1960 and Columbia Law School in 1963 and was a Research Fellow at the London School of Economics from 1963-1965.

Fisher was a member of the Board of Directors of National Bank of New York City in excess of 30 years until retirement in 2000, and he was a member of the Board of Directors of Financial Federal Corporation until its sale 7 years ago.

In December 2020, Mr.

Fisher joined the Board of GBS, Inc., a publicly traded life science company.

Fisher previously served as a Director of Viking.

Director Qualifications:

The Board of Directors believes that Mr.

Fisher is highly qualified to serve as a member of the Board of Directors due to his experience having advised several publicly traded companies for approximately 40 years and having served on the Board of Directors of Viking for approximately five years.

Family Relationships

14 unchanged sentences

There are no agreements with respect to the election of directors.

We have previously compensated our directors for service on the Board and committees thereof through the issuance of shares of common stock, stock options and cash compensation for meeting fees.

Additionally, we reimburse directors for expenses incurred by them in connection with the attendance at meetings of the Board and any committee thereof (as described below).

We have previously compensated our directors for their service on the Board and committees thereof through the issuance of shares of common stock, stock options and cash compensation for meeting fees.

Additionally, we reimburse directors for expenses incurred by them in connection with their attendance at meetings of the Board and any committee thereof (as described below).

The Board appoints annually the executive officers of the Company and the executive officers serve at the discretion of the Board.

The Board of Directors does not currently have a lead director.

However, because of its capable and experienced independent directors and its strong committee system (as described more fully below), we believe this leadership structure is appropriate for the Company and allows the Board of Directors to maintain effective oversight and management and, therefore, a lead director is not necessary at this time.

Executive Sessions of the Board

8 unchanged sentences

Communicating with our Board

Stockholders may contact the Board about bona fide issues or questions about the Company by writing the Secretary at the following address:

Secretary, Camber Energy, Inc., 15915 Katy Freeway, Suite 450, Houston, Texas 77094.

Stockholders may contact the Board about bona fide issues or questions about the Company by writing to the Secretary at the following address:

Secretary, Camber Energy, Inc., 12 Greenway Plaza, Suite 1100, Houston, Texas 77046.

Our Secretary, upon receipt of any communication other than one that is clearly marked “ Confidential ,” will note the date the communication was received, open the communication, make a copy of it for our files and promptly forward the communication to the director(s) to whom it is addressed.

2 unchanged sentences

Board and Committee Activity and Compensation

For the nine months ending December 31, 2020, the Board held 14 meetings and took various other actions via the unanimous written consent of the Board and the various committees described below.

All directors attended at least 75% of the Board of Directors meetings and committee meetings relating to the committees on which each director served.

All of the then current directors attended our fiscal year 2020 Annual Stockholder meeting held on March 11, 2020.

For the fiscal year ending December 31, 2023, the Board of Directors held video conferences and corresponded via email as necessary but held no formal meetings.

All material decisions of the Board of Directors were evidenced via the unanimous written consent of the Board of Directors and the various committees described below.

Though no formal meetings were held, all directors attended at least 75% of the Board of Directors’ video conferences.

All of the then current directors attended our fiscal year 2023 Annual Stockholder meeting held on December 7, 2023.

The Company encourages but does not require all directors to be present at annual meetings of stockholders.

The Board has a standing Audit Committee, Compensation Committee, and Nominating and Governance Committee.

Fred Zeidman and Mr.

Miller are “ independent ” members of the Board, as defined in Section 803(A) of the NYSE American Company Guide.

Fred Zeidman, Mr.

Robert Green, Mr.

David Herskovits and Mr.

Fisher are “ independent ” members of the Board, as defined in Section 803(A) of the NYSE American Company Guide.

Committee membership and the functions of those committees are described below.

2 unchanged sentences

Nominating and Governance Committee

David Herskovits

C – Chairman of Committee

1 unchanged sentence

The Board has selected the members of the Audit Committee based on the Board’s determination that the members are financially literate and qualified to monitor the performance of management and the independent auditors and to monitor our disclosures so that our disclosures fairly present our business, financial condition and results of operations.

The Audit Committee’s function is to provide assistance to the Board in fulfilling the Board’s oversight functions relating to the integrity of the Company’s financial statements, the Company’s compliance with legal and regulatory requirements, the independent auditor’s qualifications and independence and the performance of the Company’s independent auditors, and perform such other activities consistent with its charter and our Bylaws as the Committee or the Board deems appropriate.

The Audit Committee’s function is to provide assistance to the Board in fulfilling the Board’s oversight functions relating to the integrity of the Company’s financial statements, the Company’s compliance with legal and regulatory requirements, the independent auditor’s qualifications and independence and the performance of the Company’s independent auditors, and to perform such other activities consistent with its charter and our Bylaws as the Committee or the Board deems appropriate.

The Audit Committee produces an annual report for inclusion in our proxy statement.

5 unchanged sentences

The Board has determined that Mr.

Fred Zeidman and Mr.

Miller are “ independent, ” and that Mr.

Miller is an “ audit committee financial expert ” (as defined in the SEC rules) because he has the following attributes:

Fred Zeidman, Mr.

Fisher and Mr.

David Herskovits are “ independent, ” and that Mr.

Herskovits is an “ audit committee financial expert ” (as defined in the SEC rules) because he has the following attributes:

(i) an understanding of generally accepted accounting principles in the United States of America (“ GAAP ”) and financial statements;

4 unchanged sentences

Miller has acquired these attributes by means of having held various positions that provided relevant experience, as described in his biographical information above.

For the nine-month period ended December 31, 2020, the Audit Committee held three formal meetings, and took various actions via a unanimous written consent of the committee.

For the fiscal year ending December 31, 2023, the Audit Committee held four formal meetings, via video conference, each taking place prior to the filing of the Companies’ annual and quarterly reports.

The Audit Committee’s charter is available on our website at www.camber.energy at “ Governance ” - “ Policies ” and was filed as Exhibit 14.3 to our Annual Report on Form 10-K/A for the year ended March 31, 2009, filed with the Commission on July 29, 2009.

3 unchanged sentences

The Compensation Committee may delegate its authority to subcommittees of independent directors, as it deems appropriate.

For the year ended December 31, 2020, the Compensation Committee held no formal meetings.

For the fiscal year ending December 31, 2023, the Compensation Committee held no formal meetings.

The Compensation Committee’s charter is available on our website at www.camber.energy at “ Governance ” - “ Policies ” and was filed as Exhibit 14.5 to our Annual Report on Form 10-K/A for the year ended March 31, 2009, filed with the Commission on July 29, 2009.

22 unchanged sentences

In addition, the Company’s Bylaws permit stockholders to nominate directors at an annual meeting of stockholders or at a special meeting at which directors are to be elected in accordance with the notice of meeting pursuant to the requirements of the Company’s Bylaws and applicable NYSE American and SEC rules and regulations.

For the year ended December 31, 2022, the Nominating and Governance Committee held no formal meetings, but did take various actions via a unanimous written consent of the committee.

For the fiscal year ending December 31, 2023, the Nominating and Governance Committee held no formal meetings, but did take various actions via a unanimous written consent of the committee.

The Nominating and Governance Committee’s charter is available on our website at www.camber.energy at “ Governance ” - “ Policies ” and was filed as Exhibit 99.2 to the Company’s Annual Report on Form 10-K for the year ended March 31, 2013, filed with the Commission on June 28, 2013.

4 unchanged sentences

These recommendations should be submitted in writing to the Company, Attn:

Secretary, Camber Energy, Inc., 1415 Louisiana, Suite 3500, Houston, Texas 77002.

Secretary, Camber Energy, Inc., 12 Greenway Plaza, Suite 1100, Houston, Texas 77046.

The proposing stockholder should also include his or her contact information and a statement of his or her share ownership.

1 unchanged sentence

Delinquent Section 16(a) Reports

The Company’s previous Chief Financial Officer, Frank Barker, filed a late Form 3 on August 2, 2023, which should have been filed within 10 days after December 23, 2020, the date that the Reporting Person became subject to Section 16 of the Exchange Act.

The Company’s current Chief Financial Officer, John McVicar, filed a late Form 3 on March 8, 2024, which should have been filed within 10 days after September 1, 2023, the date that the Reporting Person became subject to Section 16 of the Exchange Act.

The Company’s Director, Robert Green, filed a late Form 3 on August 3, 2023, which should have been filed within 10 days after December 23, 2020, the date that the Reporting Person became subject to Section 16 of the Exchange Act.

The late filings were due to administrative oversight.

CODE OF BUSINESS AND ETHICAL CONDUCT

12 unchanged sentences

Compensation Recovery

Under the Sarbanes–Oxley Act of 2002 (the “ Sarbanes-Oxle y Act”), in the event of misconduct that results in a financial restatement that would have reduced a previously paid incentive amount, we can recoup those improper payments from our Chief Executive Officer and Chief Financial Officer.

We plan to implement a clawback policy in the future, although we have not yet implemented such policy.

Effective December 1, 2023, the Company adopted a Compensation Recovery Policy which implements the incentive-based compensation recovery provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 as required under the listing standards of the New York Stock Exchange, and requires recovery of incentive-based compensation received by current or former executive officers during the three fiscal years preceding the date it is determined that the Company is required to prepare an accounting restatement.

EXECUTIVE COMPENSATION

16 unchanged sentences

December 31, 2022

$ 176,836 (6)

Robert Schleizer

December 31, 2023

$ 160,000 (8)

Former Chief Financial Officer (7)

2 unchanged sentences

* Does not include perquisites and other personal benefits, or property, unless the aggregate amount of such compensation is more than $10,000.

No executive officer earned any non-equity incentive plan compensation or nonqualified deferred compensation during the periods reported above.

The value of the Stock Awards in the table above was calculated based on the fair value of such securities calculated in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718.

No executive officer earned any bonus, stock awards, option awards, non-equity incentive plan compensation or nonqualified deferred compensation during the periods reported above.

Doris was appointed as Chief Executive Officer on December 23, 2020.

The amounts included in “All Other Compensation” for the years ended December 31, 2022 and 2021, are comprised of $240,000 and $180,000, respectively, paid AGD Advisory Group, Inc., a company affiliated with Mr.

Barker was appointed as Chief Financial Officer on December 23, 2020.

The amounts included in “All Other Compensation” for the year ended December 31, 2022 and 2021, are comprised of $240,000 and $180,000, respectively, paid FWB Consulting, Inc., a company affiliated with Mr.

The amounts included in “Consulting Fees/Salary” for the years ended December 31, 2023 and 2022, are comprised of $390,000 and $240,000, respectively, paid AGD Advisory Group, Inc., a company affiliated with Mr.

McVicar was appointed as Chief Financial Officer on September 1, 2023.

The amounts included in “Consulting Fees/Salary” for the year ended December 31, 2023, are comprised of $120,000 and nil, respectively, paid to 1508586 Alberta Ltd., a company affiliated with Mr.

Schott served as the Interim Chief Executive Officer of Camber from May 2018 through his resignation on December 23, 2020.

Schott worked on a consulting basis through Fides Energy LLC (“Fides”).

Total fees paid by Camber to Fides during the years ended December 31 2022 and 2021 were $14,860 and $176,836, respectively.

Schleizer served as Chief Financial Officer (beginning as Interim Chief Financial Officer) since June 2, 2017, as a member of the Board of Directors since October 6, 2017, and as Treasurer of Camber since January 9, 2018.

He resigned from all three positions on December 23, 2020.

Schleizer worked on a consulting basis through BlackBriar Advisors LLC (“BlackBriar”).

Total fees paid by Camber to BlackBriar during the years ended December 31, 2022 and 2021 were $0 and $165,042, respectively.

Total fees paid by Camber to Fides during the years ended December 31, 2023 and 2022 were nil and $14,860, respectively.

Barker served as Chief Financial Officer from December 23, 2020 to August 31, 2023.

The amounts included in “Consulting Fees/Salary” for the years ended December 31, 2023 and 2022, are comprised of $160,000 and $240,000, respectively, paid FWB Consulting, Inc., a company affiliated with Mr.

Employment Agreements

As of December 31, 2022, the Company did not have any formal compensation arrangements with any executive except that the Company had orally agreed to pay, commencing April 2021, the entity of the Company’s CEO $20,000 per month, and the entity of the Company’s CFO $20,000 per month.

The Company has no employees, but engages professional consultants as needed.

As of December 31, 2023, the Company did not have any formal compensation arrangements with any executive.

Effective from the date of the Merger (August 1, 2023), the Company has orally agreed to pay $50,000 per month to AGD Advisory Group, Inc., an affiliate of James Doris, our Chief Executive Officer for professional services he renders to the Company, and $30,000 per month to 1508586 Alberta Ltd., an affiliate of John McVicar, our Chief Financial Officer, for professional services he renders to the Company.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

2 unchanged sentences

The following table sets forth compensation information with respect to our non-executive directors for the year ended December 31, 2023.

Robert Green (1)

David Herskovits (2)

Miller elected not to seek re-election as a Director on December 7, 2023.

Herskovits was elected as a Director on December 7, 2023.

Fisher was elected as a Director on December 7, 2023.

The table above does not include the amount of any expense reimbursements paid to the above directors.

No directors received any Stock Awards, Non-Equity Incentive Plan Compensation, or Nonqualified Deferred Compensation Earnings during the period presented.

No directors received any Stock Awards, Option Awards, Non-Equity Incentive Plan Compensation, or Nonqualified Deferred Compensation Earnings during the period presented.

Does not include perquisites and other personal benefits, or property, unless the aggregate amount of such compensation is more than $10,000.

In 2022 and 2021, the Company paid each member of the Board of Directors their pro rata portion of a $40,000 quarterly Board fee in cash, payable in arrears and based on the number of members of the Board at the end of each calendar quarter (for example if there are three (3) members of the board at the end of a calendar quarter, each member would receive $13,333 in total compensation for such applicable calendar quarter).

In 2023 and 2022, the Company paid each member of the Board of Directors a fee of $13,333 per quarter.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

The following table presents certain information as of December 31, 2023, as to:

The 2014 Stock Incentive Plan (the “2014 Plan”),

The Lucas Energy, Inc.

2012 Stock Incentive Plan (the “2012 Plan”);

The Lucas Energy, Inc.

2010 Long Term Incentive Plan (the “2010 Plan”) and

Viking’s legacy 2011 Fiscal Year Professional/Consultant Stock Compensation Plan (the “Viking Plan”).

Number of securities to be issued upon exercise of outstanding options, warrants and rights

Weighted-average exercise price of outstanding options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

The following table presents certain information as of December 31, 2023, as to:

each stockholder known by us to be the beneficial owner of more than five percent of our outstanding shares of common stock,

2 unchanged sentences

all directors and executive officers as a group.

The percentages shown in the table under the column “Percent” are based on 20,000,000 shares of common stock outstanding as of February 17, 2023.

The percentage ownership of our common stock in the table is based on 144,663,684 shares of common stock issued and outstanding as of December 31, 2023, assuming exercise of all warrants to purchase common stock and the conversion of all shares of Series A Preferred Stock and Series C Preferred Stock issued and outstanding as of December 31, 2023, subject to applicable beneficial ownership limitations.

Beneficial ownership is determined in accordance with the rules of the SEC and includes voting and/or investing power with respect to securities.

1 unchanged sentence

To our knowledge, except as indicated in the footnotes to this table and pursuant to applicable community property laws, the persons named in the table have sole voting and investment power with respect to all shares of common stock shown as beneficially owned by them, subject to applicable community property laws.

Unless otherwise indicated, the address for each of the officers or directors listed in the table below is 15915 Katy Freeway, Suite 450, Houston, Texas 77094.

Unless otherwise indicated, the address for each of the officers or directors listed in the table below is 12 Greenway Plaza, Suite 1100, Houston, Texas 77046.

of Shares of Common Stock

1 unchanged sentence

Executive Officers and Directors

All Executive Officers and Directors as a Group (Four Persons)

Greater than 5% Stockholders

Antilles Family Growth Fund (1)

* Indicates beneficial ownership of less than 1% of the outstanding common stock.

(1) 103 South Church Street, 4th Floor, Grand Cayman KYI-002, Cayman Islands.

The holder holds 238 shares of Series C Redeemable Convertible Preferred Stock;

provided that the Company may not issue shares which, when aggregated with all other shares of common stock then deemed beneficially owned by the holder, would result in the reporting person holding at any one time more than 9.99% of all common stock outstanding immediately after giving effect to such issuance.

David Herskovits (2)

All Executive Officers and Directors as a Group (Six Persons)

Includes 1,666,667 warrants to purchase common stock, 222,223 shares of common stock, and partial conversion of 28,092 Series A Preferred Stock, subject to a 9.99% ownership restriction.

Includes 66,667 warrants to purchase common stock and 7,223 shares of common stock.

Includes 44,444 warrants to purchase common stock and 2,879 shares of common stock.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Related Party Transactions

Certain Relationships and Related Transactions

The Company’s CEO and Director, James Doris, renders professional services to the Company through AGD Advisory Group, Inc., an affiliate of Mr.

The Company’s CFO, Frank W.

Barker, Jr., renders professional services to the Company through FWB Consulting, Inc., an affiliate of Mr.

Related Party Office Space Use

Commencing in December of 2020, the Company consolidated its office into Viking’s office in Houston, Texas.

These services and the dollar amounts ascribed thereto are described in further detail above in Note 9 to the Financial Statements.

The Company’s CFO, John McVicar, renders professional services to the Company through 1508586 Alberta Ltd., an affiliate of Mr.

These services and the dollar amounts ascribed thereto are described in further detail above in Note 9 to the Financial Statements.

The Company’s previous CFO, Frank W.

Barker, Jr., rendered professional services to the Company through FWB Consulting, Inc., an affiliate of Mr.

These services and the dollar amounts ascribed thereto are described in further detail above in Note 9 to the Financial Statements.

Related Party Transaction Policy

The Board of Directors has adopted a Related Party Transaction Policy, which is designed to monitor and ensure the proper review, approval, ratification, and disclosure of our related party transaction.

This policy applies to any transaction, arrangement or relationship, or any series of similar transactions, arrangements or relationships, in which (i) the Company or any of its subsidiaries is or will be a participant, (ii) the aggregate amount involved will or may be expected to exceed $120,000 in any fiscal year, and (iii) any related party has or will have a direct or indirect interest.

The Audit Committee must review, approve and ratify a related party transaction if such transaction is consistent with the Related Party Transaction Policy.

While reviewing a related party transaction, the Audit Committee shall take into account, among other factors it deems appropriate, (i) whether the transaction was undertaken in the ordinary course of business of the Company, (ii) whether the related party transaction was initiated by the Company, a subsidiary, or the related party, (iii) whether the transaction with the related party is proposed to be, or was, entered into on terms no less favorable to the Company than terms that could have been reached with an unrelated third party, (iv) the purpose of, and the potential benefits to the Company of, the related party transaction, (v) the approximate dollar value of the amount involved in the related party transaction, particularly as it relates to the related party, (vi) the related party’s interest in the related party transaction and (vii) any other information regarding the related party transaction or the related party that would be material to investors in light of the circumstances of the particular transaction.

Director Independence

1 unchanged sentence

Based upon these standards, the Board has determined that Mr.

Miller and Mr.

Zeidman and Mr.

Green are “ independent ” members of the Board of Directors as defined in Section 803(A) of the NYSE American Company Guide, and Mr.

Herskovits and Mr.

Fisher are “ independent ” members of the Board of Directors as defined in Section 803(A) of the NYSE American Company Guide, and Mr.

Doris is not “ independent ” due to his status as an officer of the Company (see “ Item 10.

2 unchanged sentences

Our Audit Committee of the Board of Directors approves in advance the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services.

The following table sets forth the fees billed by our former independent accounting firm, Marcum LLP and our current independent accounting firm, Turner, Stone & Company, LLP, and prior independent accounting firms, for each of our last two fiscal years.

The following table sets forth the fees billed by our independent accounting firm Turner, Stone & Company, LLP, for each of our last two fiscal years for the categories of services indicated.

Audit Related Fees

All Other Fees

Consists of fees billed for the audit of our annual financial statements and review of our interim financial information and services that are normally provided by the accountant in connection with year-end and quarter-end statutory and regulatory filings or engagements.

Audit-related fees.

Consists of fees billed for services relating to review of other regulatory filings including registration statements, periodic reports and audit related consulting.

Consists of professional services rendered by our principal accountant for tax compliance, tax advice and tax planning.

Other services provided by our accountants.

We do not use the auditors for financial information system design and implementation.

26 unchanged sentences

(Principal Executive Officer)

/s/ John McVicar

Chief Financial Officer

2 unchanged sentences

March 25, 2024

/s/ James Miller

March 17, 2023

/s/ Robert Green

March 25, 2024

/s/ David Herskovits

March 25, 2024

David Herskovits

/s/ Lawrence B.

March 25, 2024

EXHIBIT INDEX

Asset Purchase Agreement by and between Lucas Energy, Inc., as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated December 30, 2015+ (incorporated by reference to Exhibit 2.1 of the Form 8-K filed by the Company with the SEC on December 31, 2015)

First Amendment to Asset Purchase Agreement by and between Lucas Energy, Inc., as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated April 20, 2016 and effective April 1, 2016 (Filed as Exhibit 2.2 to the Company’s Report on Form 8-K, filed with the Commission on April 25, 2016, and incorporated herein by reference)(File No.

Second Amendment to Asset Purchase Agreement by and between Lucas Energy, Inc., as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated August 25, 2016 (Filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No.

Third Amendment to Asset Purchase Agreement by and among the Company, as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated August 25, 2016 (Filed as Exhibit 2.4 to the Company’s Current Report on Form 8- K, filed with the Commission on January 27, 2017, and incorporated herein by reference)(File No.

Asset Purchase Agreement by and Between N&B Energy, LLC, as Purchaser and Camber Energy, Inc., as Seller, dated July 12, 2018 (Filed as Exhibit 2.1 to the Company’s Report on Form 8-K, filed with the Commission on July 13, 2018 and incorporated herein by reference) (File No.

First Amendment to Asset Purchase Agreement by and Between N&B Energy, LLC, as Purchaser and Camber Energy, Inc., as Seller, dated August 2, 2018 (Filed as Exhibit 2.2 to the Company’s Report on Form 8-K, filed with the Commission on August 7, 2018 and incorporated herein by reference) (File No.

Second Amendment to Asset Purchase Agreement by and Between N&B Energy, LLC, as Purchaser, Camber Energy, Inc., as Seller and CE Operating, LLC, dated September 24, 2018 (Filed as Exhibit 2.3 to the Company’s Report on Form 8-K, filed with the Commission on September 25, 2018 and incorporated herein by reference) (File No.

Agreement and Plan of Merger by and between Camber Energy, Inc., Camber Energy Merger Sub 2, Inc., Lineal Star Holdings, LLC, and the Members party thereto dated as of July 8, 2019 (Filed as Exhibit 2.1 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

Preferred Stock Redemption Agreement dated December 31, 2019, by and among Camber Energy, Inc., Lineal Star Holdings LLC, Lineal Industries Inc., Lineal Star, Incorporated and each of the holders of the Series E Redeemable Convertible Preferred Stock and Series F Redeemable Preferred Stock of Camber (Filed as Exhibit 2.1 to the Company’s Report on Form 8-K, filed with the Commission on January 3, 2019 and incorporated herein by reference) (File No.

Agreement and Plan of Merger by and Between Viking Energy Group, Inc., and Camber Energy, Inc.

dated as of February 3, 2020 (Filed as Exhibit 2.1 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

First Amendment to Agreement and Plan of Merger, dated as of May 27, 2020, by and between Viking Energy, Inc.

and Camber Energy, Inc.

(Filed as Exhibit 2.2 to the Company’s Report on Form 8-K, filed with the Commission on June 1, 2020 and incorporated herein by reference) (File No.

Second Amendment to Agreement and Plan of Merger, dated as of June 16, 2020, by and between Viking Energy, Inc.

and Camber Energy, Inc.

(Filed as Exhibit 2.3 to the Company’s Report on Form 8-K, filed with the Commission on June 16, 2020 and incorporated herein by reference) (File No.

Third Amendment to Agreement and Plan of Merger, dated as of June 25, 2020, by and between Viking Energy, Inc.

Agreement and Plan of Merger by and Between Viking Energy Group, Inc.

and Camber Energy, Inc.

(Filed as Exhibit 2.4 to the Company’s Report on Form 8-K, filed with the Commission on June 26, 2020 and incorporated herein by reference) (File No.

dated as of February 15, 2021 (Filed as Exhibit 2.1 to Camber’s Report on Form 8-K, filed with the Commission on February 18, 2021 and incorporated herein by reference) (File No.

First Amendment to Agreement and Plan of Merger by and Between Viking Energy Group, Inc., and Camber Energy, Inc.

dated as of April 18, 2023 (Filed as Exhibit 2.1 to Camber’s Report on Form 8-K, filed with the Commission on April 19, 2023 and incorporated herein by reference) (File No.

Articles of Incorporation (Filed as Exhibit 3.1 to the Company’s Annual Report on Form 10-KSB for the fiscal year ended November 30, 2005 filed with the SEC on February 14, 2006, and incorporated herein by reference)(File No.

23 unchanged sentences

Certificate of Withdrawal of Certificate of Designation of Series F Redeemable Preferred Stock filed with the Secretary of State of Nevada on May 15, 2020 (Filed as Exhibit 3.5 to the Company’s Report on Form 8-K, filed with the Commission on May 19, 2020, and incorporated herein by reference)(File No.

Certificate of Amendment to Articles of Incorporation of Camber Energy, Inc.

(Filed as Exhibit 3.1 to Camber’s Report on Form 8-K, filed with the Commission on April 27, 2023 and incorporated herein by reference) (File No.

Certificate of Designation of Series A Convertible Preferred Stock, dated August 1, 2023 (Filed as Exhibit 3.1 to Camber’s Report on Form 8-K, filed with the Commission on August 1, 2023 and incorporated herein by reference) (File No.

Certificate of Designation of Series H Convertible Preferred Stock, dated August 1, 2023 (Filed as Exhibit 3.2 to Camber’s Report on Form 8-K, filed with the Commission on August 1, 2023 and incorporated herein by reference) (File No.

Second Amendment to Fifth Amended and Restated Designation of Series C Preferred Stock, dated February 21, 2024 (Filed as Exhibit 3.1 to Camber’s Report on Form 8-K, filed with the Commission on February 21, 2024 and incorporated herein by reference) (File No.

Amended and Restated Bylaws (effective March 29, 2016) (Filed as Exhibit 3.1 to the Company’s Report on Form 8-K, filed with the Commission on April 1, 2016, and incorporated herein by reference)(File No.

4 unchanged sentences

Form of First Amendment to Stock Purchase Agreement (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on May 2, 2016, and incorporated herein by reference)(File No.

Loan Agreement dated August 25, 2016, between Lucas Energy, Inc., as borrower, Richard N.

Azar, II, Donnie B.

Seay, Richard E.

Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as guarantors, and International Bank of Commerce, as lender (Filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No.

Real Estate Lien Note dated August 25, 2016, by Lucas Energy, Inc., as borrower in favor of International Bank of Commerce, as lender (Filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference) (File No.

Security Agreements dated August 25, 2016 by Lucas Energy, Inc.

in favor of International Bank of Commerce (Filed as Exhibit 10.5 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No.

Form of Limited Guaranty Agreement in favor of International Bank of Commerce dated August 25, 2016 (Filed as Exhibit 10.6 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No.

Second Amendment to Stock Purchase Agreement dated September 29, 2016 (Filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Commission on October 3, 2016, and incorporated herein by reference)(File No.

Form of Third Amendment to Stock Purchase Agreement dated November 17, 2016 (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on November 21, 2016, and incorporated herein by reference)(File No.

Service Agreement, dated as of April 27, 2017 and effective May 1, 2017, by and between Camber Energy, Inc.

and Enerjex Resources (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on May 1, 2017 and incorporated herein by reference)(File No.

Severance Agreement and Release between Anthony C.

Schnur and the Company dated June 2, 2017 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on June 6, 2017 and incorporated herein by reference)(File No.

Termination Agreement dated May 23, 2017, between Camber Energy, Inc.

and Richard N.

Azar, II (Filed as Exhibit 10.52 to the Company’s Annual Report on Form 8-K for the year ended March 31, 2017, filed with the Commission on July 14, 2017 and incorporated herein by reference)(File No.

Form of Stock Purchase Agreement relating to the purchase of $16 million in shares of Series C Redeemable Convertible Preferred Stock dated October 5, 2017 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on October 5, 2017 and incorporated herein by reference)(File No.

Extension Agreement between Camber Energy, Inc.

and International Bank of Commerce relating to the August 30, 2017 payment (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No.

Extension and/or Modification and Release Agreement Commercial Indebtedness effective September 30, 2017, by Camber Energy, Inc., as borrower, Richard N.

Azar, II, Donnie B.

Seay, Richard E.

Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No.

Extension and/or Modification and Release Agreement Commercial Indebtedness effective October 30, 2017, by Camber Energy, Inc., as borrower, Richard N.

Azar, II, Donnie B.

Seay, Richard E.

Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender (Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No.

Extension and/or Modification and Release Agreement Commercial Indebtedness effective November 30, 2017, by Camber Energy, Inc., as borrower, Richard N.

Azar, II, Donnie B.

Seay, Richard E.

Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender (Filed as Exhibit 10.4 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No.

Extension and/or Modification and Release Agreement Commercial Indebtedness effective December 30, 2017, by Camber Energy, Inc., as borrower, Richard N.

Azar, II, Donnie B.

Seay, Richard E.

Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender (Filed as Exhibit 10.47 to the Company’s Quarterly Report on Form 10-Q, for the quarter ended December 31, 2017, filed with the Commission on February 14, 2018 and incorporated herein by reference) (File No.

Form of Amendment to Stock Purchase Agreement dated March 2, 2018 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on March 5, 2018 and incorporated herein by reference) (File No.

Separation and Release Agreement between Camber Energy, Inc.

and Richard N.

Azar II dated May 25, 2018 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on May 25, 2018 and incorporated herein by reference) (File No.

Common Stock Purchase Warrant granted to Richard N.

Azar II dated May 25, 2018 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on May 25, 2018 and incorporated herein by reference) (File No.

Engagement Letter with Fides Energy LLC/Louis G.

Schott dated May 25, 2018 (Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on May 25, 2018 and incorporated herein by reference) (File No.

Agreement in Connection with the Loan by and Between Camber Energy, Inc.

and International Bank of Commerce (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on August 7, 2018 and incorporated herein by reference) (File No.

Assumption Agreement dated September 26, 2018, by and between International Bank of Commerce, Camber Energy, Inc., CE Operating, LLC, N&B Energy, LLC, Richard N.

Azar, II, RAD2 Minerals, Ltd., Donnie B.

Seay, and DBS Investments, Ltd.

(Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on September 27, 2018 and incorporated herein by reference) (File No.

Assignment of Production Payment, effective August 1, 2018, by and among N&B Energy, LLC and CE Operating, LLC (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on September 27, 2018 and incorporated herein by reference) (File No.

Assignment of Overriding Royalty Interest, effective August 1, 2018, by CE Operating, LLC in favor of Camber Royalties, LLC (Orion Properties) (Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on September 27, 2018 and incorporated herein by reference) (File No.

11 unchanged sentences

Amended and Restated 2014 Stock Incentive Plan (Filed as Exhibit 4.1 to the Company’s Report on Form 8-K, filed with the Commission on February 22, 2019, and incorporated herein by reference)(File No.

Agreed Conversion Agreement dated May 15, 2019, by and between Camber Energy, Inc.

and Alan Dreeben

December 1, 2017 Letter Agreement between Camber Energy, Inc.

and BlackBriar Advisors LLC (Filed as Exhibit 10.41 to the Company’s Annual Report on Form 10-K, filed with the Commission on July 1, 2019, and incorporated herein by reference)(File No.

Security Exchange Agreement dated July 8, 2019, by and between Camber Energy, Inc., and the investor party thereto (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

26 unchanged sentences

(Filed as Exhibit 10.6 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

Assignment of Membership Interests by Viking Energy Group, Inc.

in favor of Camber Energy, Inc.

dated February 3, 2020 (Filed as Exhibit 10.7 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

Compromise Settlement Agreement executed January 31, 2020 between PetroGlobe Energy Holdings, LLC, Signal Drilling, LLC, Petrolia Oil, LLC, Prairie Gas Company of Oklahoma, LLC, Canadian River Trading Company, LLC, and Camber Energy, Inc.

19 unchanged sentences

dated June 25, 2020 (Filed as Exhibit 10.5 to the Company’s Report on Form 8-K, filed with the Commission on June 26, 2020 and incorporated herein by reference) (File No.

Letter dated August 2, 2018 from GBH CPAs, PC to the Securities and Exchange Commission (Filed as Exhibit 16.1 to the Company’s Report on Form 8-K, filed with the Commission on August 2, 2018 and incorporated herein by reference) (File No.

Securities Purchase Agreement (with Cancellation Agreement), by and between Camber Energy, Inc.

and Viking Energy Group, Inc., dated December 22, 2020 (incorporated by reference to Viking’s Current Report on Form 8-K filed on December 28, 2020)

Form of Guaranty, issued by Viking Energy Group, Inc., dated December 22, 2020 (incorporated by reference to Viking’s Current Report on Form 8-K filed on December 28, 2020)

Securities Purchase Agreement, by and between Camber Energy, Inc.

and Viking Energy Group, Inc., dated December 31, 2020 (incorporated by reference to Viking’s Current Report on Form 8-K filed on January 13, 2021)

Form of Guaranty, issued by Viking Energy Group, Inc., dated April 23, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on April 27, 2021)

Securities Purchase Agreement, by and between Camber Energy, Inc.

and Viking Energy Group, Inc., dated July 29, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on July 30, 2021)

Share Purchase Agreement, by and between Viking Energy Group, Inc., Simmax Corp., Remora EQ LP and Simson-Maxwell Ltd., dated August 6, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on August 9, 2021)

Subscription Agreement between Viking Energy Group, Inc.

and Simson-Maxwell Ltd., dated August 6, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on August 9, 2021)

Unanimous Shareholders Agreement, by and between Viking Energy Group, Inc., Simmax Corp., Remora EQ LP and Simson-Maxwell Ltd., dated August 6, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on August 9, 2021)

First Amendment to Unanimous Shareholders Agreement, by and between Viking Energy Group, Inc., Simmax Corp., Remora EQ LP and Simson-Maxwell Ltd., dated October 18, 2021 (incorporated by reference to Viking’s Quarterly Report on Form 10-Q filed on November 15, 2021)

Exclusive Intellectual Property License Agreement between ESG Clean Energy, LLC and Viking Energy Group, Inc., dated August 18, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on August 23, 2021)

Securities Purchase Agreement, by and between Viking Energy Group, Inc., and Choppy Group LLC, dated as of January 18, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on January 24, 2022)

Operating Agreement of Viking Ozone Technology, LLC, by and between Viking Energy Group, Inc., and Choppy Group LLC, dated as of January 18, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on January 24, 2022)

Manufacturing License Agreement, by and between Viking Ozone Technology, LLC and Simson-Maxwell, dated February 2, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on February 3, 2022)

Securities Purchase Agreement, by and between Viking Energy Group, Inc., and Virga Systems LLC, dated as of February 9, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on February 15, 2022)

Operating Agreement of Viking Sentinel Technology, LLC, by and between Viking Energy Group, Inc., and Virga Systems LLC, dated as of February 9, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on February 15, 2022)

Securities Purchase Agreement, by and between Viking Energy Group, Inc., and Jedda Holdings LLC, dated as of February 9, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on February 15, 2022)

Operating Agreement of Viking Protection Systems, LLC, by and between Viking Energy Group, Inc., and Jedda Holdings LLC, dated as of February 9, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on February 15, 2022)

Promissory Note by Mid-Con Drilling, LLC and Viking Energy Group, Inc., in favor of Cornerstone Bank, dated March 10, 2023 (incorporated by reference to Viking’s Quarterly Report on Form 10-Q filed on May 12, 2023)

Promissory Note by Mid-Con Petroleum, LLC and Viking Energy Group, Inc., in favor of Cornerstone Bank, dated March 10, 2023 (incorporated by reference to Viking’s Quarterly Report on Form 10-Q filed on May 12, 2023)

Warrant Termination Agreement, by and between Camber Energy, Inc.

and the Investor named therein, dated as of April 25, 2023 (Filed as Exhibit 10.1 to Camber’s Report on Form 8-K, filed with the Commission on April 26, 2023 and incorporated herein by reference) (File No.

Warrant Termination Agreement, by and between Camber Energy, Inc.

and the Investor named therein, dated as of April 25, 2023 (Filed as Exhibit 10.2 to Camber’s Report on Form 8-K, filed with the Commission on April 26, 2023 and incorporated herein by reference) (File No.

Securities Purchase Agreement, by and between Viking Energy Group, Inc., and FK Venture LLC, dated May 5, 2023 (incorporated by reference to Viking’s Current Report on Form 8-K filed on May 10, 2023)

Convertible Promissory Note, dated May 5, 2023, by Viking Energy Group, Inc., in favor of FK Venture LLC (incorporated by reference to Viking’s Current Report on Form 8-K filed on May 10, 2023)

Agreement by and between Camber Energy, Inc.

and the Investor named therein, dated February 15, 2024 (Filed as Exhibit 10.1 to Camber’s Report on Form 8-K, filed with the Commission on February 21, 2024 and incorporated herein by reference) (File No.

Securities Purchase Agreement, dated as of February 3, 2020, Issued by Viking Energy Group, Inc.

and Camber Energy, Inc.

(incorporated by reference to Viking’s Current Report on Form 8-K filed on February 5, 2020)

$5,000,000 10.5% Secured Promissory Note, dated as of February 3, 2020, Issued by Viking Energy Group, Inc.

to Camber Energy, Inc.

(incorporated by reference to Viking’s Current Report on Form 8-K filed on February 5, 2020)

Security and Pledge Agreement, dated as of February 3, 2020, by and between Viking Energy Group, Inc.

and Camber Energy, Inc.

(incorporated by reference to Viking’s Current Report on Form 8-K filed on February 5, 2020)

Security and Pledge Agreement, dated as of February 3, 2020, by and between Viking Energy Group, Inc.

and Camber Energy, Inc.

(incorporated by reference to Viking’s Current Report on Form 8-K filed on February 5, 2020)

Assignment of Membership Interests by Viking Energy Group, Inc.

in favor of Camber Energy, Inc.

dated February 3, 2020 (incorporated by reference to Viking’s Current Report on Form 8-K filed on February 5, 2020)

Mutual Termination Agreement, by and between Viking Energy Group, Inc.

and Camber Energy, Inc., dated December 22, 2020 (incorporated by reference to Current Report on Form 8-K filed on December 28, 2020)

Assignment of Membership Interests, by Camber Energy, Inc.

in favor of Viking Energy Group, Inc., dated December 22, 2020 (incorporated by reference to Current Report on Form 8-K filed on December 28, 2020)

Cancellation Agreement, by and between Viking Energy Group, Inc.

and EMC Capital Partners, LLC, dated December 31, 2020 (incorporated by reference to Viking’s Current Report on Form 8-K filed on January 13, 2021)

Assignment of Membership Interests, by and between Viking Energy Group, Inc.

and TO Ichor 2021, L.L.C., dated October 5, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on October 12, 2021)

Assignment of Membership Interests, by and between Viking Energy Group, Inc.

and Elysium 2021, L.L.C., dated October 12, 2021 (incorporated by reference to Viking’s Current Report on Form 8-K filed on October 18, 2021)

Purchase and Sale Agreement, by and between Viking Energy Group, Inc., and the seller named therein, dated June 7, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on June 8, 2022)

Letter Agreement, between Viking Energy Group, Inc.

and John McVicar, dated June 8, 2022 (incorporated by reference to Viking’s Current Report on Form 8-K filed on June 14, 2022)

Purchase and Sale Agreement by and between Petrodome Napoleonville, LLC and Napoleonville, L.L.C.