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Item 9A. Controls and Procedures

2025-05-12 compared with 2024-03-25 · 92 added, 195 removed, 440 unchanged (39% of the section changed)

15 unchanged sentences

The Company does not have sufficient staff to maintain a proper segregation of duties;

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 lacks sufficient internal resources to analyze, interpret, and monitor compliance with complex accounting issues;

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.

17 unchanged sentences

OTHER INFORMATION

Rule 10b5-1 Trading Arrangements

During the three months ended December 31, 2024, 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.

11 unchanged sentences

December 7, 2023

Information Concerning the Board of Directors and its Committees.

65 unchanged sentences

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

35 unchanged sentences

Board and Committee Activity and Compensation

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.

For the fiscal year ending December 31, 2024, the Board of Directors held two formal meetings via video conference and corresponded via email as necessary.

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.

All directors attended at least 75% of the Board of Directors’ meetings.

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

The Company did not hold an annual meeting of stockholders in 2024.

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

1 unchanged sentence

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.

David Herskovits are “ independent ” members of the Board, as determined in accordance with applicable SEC rules, including Rule 10A-3(b)(1) of the Exchange Act.

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

10 unchanged sentences

The Audit Committee shall review and pre-approve all audit services, and non- audit services that exceed a de minimis standard, to be provided to us by our independent registered public accounting firm.

The Audit Committee carries out all functions required by the NYSE American, the SEC and the federal securities laws.

The Audit Committee carries out all functions required by the SEC and applicable federal securities laws.

The Audit Committee has the sole authority, at its discretion and at our expense, to retain, compensate, evaluate and terminate our independent auditors and to review, as it deems appropriate, the scope of our annual audits, our accounting policies and reporting practices, our system of internal controls, our compliance with policies regarding business conduct and other matters.

1 unchanged sentence

The Board has determined that Mr.

Fred Zeidman, Mr.

Fisher and Mr.

Fred Zeidman and Mr.

David Herskovits are “ independent, ” and that Mr.

5 unchanged sentences

and (v) an understanding of audit committee functions.

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

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

For the fiscal year ending December 31, 2024, 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.

The Audit Committee’s charter is available on our website at www.camber.energy at “ Governance ” - “ Policies ” and is included as Exhibit 99.1 to this Annual Report on Form 10-K for the year ended December 31, 2024.

Compensation Committee

2 unchanged sentences

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

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.

For the fiscal year ending December 31, 2024, the Compensation Committee held no formal meetings, but did take various actions via unanimous written consent of the committee.

The Compensation Committee’s charter is available on our website at www.camber.energy at “ Governance ” - “ Policies ” and is included as Exhibit 99.2 to this Annual Report on Form 10-K for the year ended December 31, 2024.

Nominating and Governance Committee

20 unchanged sentences

The Committee also may, in its discretion, consider candidates otherwise recommended by stockholders without accompanying biographical information, if submitted in writing to the Secretary.

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 fiscal year ending December 31, 2024, 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.

The Nominating and Governance Committee’s charter is available on our website at www.camber.energy at “ Governance ” - “ Policies ” and is included as Exhibit 99.3 to this Annual Report on Form 10-K for the year ended December 31, 2024.

Director Nominations Process .

7 unchanged sentences

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

28 unchanged sentences

December 31, 2023

Former Interim Chief Executive Officer (5)

December 31, 2022

December 31, 2023

$ 120,000 (4)

December 31, 2024

Former Chief Financial Officer (5)

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 bonus, stock awards, option awards, non-equity incentive plan compensation or nonqualified deferred compensation during the periods reported above.

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

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

1 unchanged sentence

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, 2023 and 2022 were nil and $14,860, respectively.

The amounts included in “Consulting Fees/Salary” for the years ended December 31, 2024 and 2023, are comprised of $360,000 and $120,000, respectively, paid to 1508586 Alberta Ltd., a company affiliated with Mr.

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.

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

Employment Agreements

6 unchanged sentences

David Herskovits (1)

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.

Fisher passed away on June 5, 2024 and ceased to be a Director.

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

29 unchanged sentences

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.

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

Includes 1,666,667 warrants to purchase common stock, 222,223 shares of common stock, and conversion of 28,092 shares of Series A Preferred Stock.

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

6 unchanged sentences

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

4 unchanged sentences

Director Independence

During the year ended December 31, 2023, the Board determined that 80% of the Board is independent under the definition of independence and in compliance with the listing standards of the NYSE American listing requirements.

Based upon these standards, the Board has determined that 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.

During the year ended December 31, 2024, the Board determined that 75% of the Board is independent based on applicable SEC independence standards.

Accordingly, the Board has determined that Mr.

Herskovits are “ independent ” members of the Board of Directors in accordance with SEC rules, and Mr.

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

32 unchanged sentences

(Principal Executive Officer)

March 25, 2024

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

1 unchanged sentence

Chief Executive Officer

March 25, 2024

(Principal Executive Officer)

1 unchanged sentence

Chief Financial Officer

March 25, 2024

(Principal Financial and Accounting Officer)

March 25, 2024

/s/ Robert Green

March 25, 2024

/s/ David Herskovits

March 25, 2024

David Herskovits

/s/ Lawrence B.

March 25, 2024

EXHIBIT INDEX

38 unchanged sentences

Description of Securities of the Registrant

Form of Redeemable Convertible Subordinated Debenture (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on April 7, 2016)(File No.

Form of Common Stock Purchase First Warrant (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the SEC on April 7, 2016)(File No.

Form of Preferred Stock Purchase Agreement (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on April 7, 2016, and incorporated herein by reference)(File No.

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.

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.

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.

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.

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.

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.

Assignment of Overriding Royalty Interest, effective August 1, 2018, by N&B Energy, LLC in favor of Camber Royalties, LLC (TAW Leases) (Filed as Exhibit 10.4 to the Company’s Report on Form 8-K, filed with the Commission on September 27, 2018 and incorporated herein by reference) (File No.

Form of Stock Purchase Agreement relating to the purchase of $3.5 million in shares of Series C Redeemable Convertible Preferred Stock dated October 26, 2018 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on November 1, 2018 and incorporated herein by reference) (File No.

Consulting Agreement dated November 15, 2018, by and between Camber Energy, Inc.

and Regal Consulting (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on November 20, 2018 and incorporated herein by reference) (File No.

Form of Stock Purchase Agreement relating to the purchase of $28 million in shares of Series C Redeemable Convertible Preferred Stock dated November 23, 2018 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on November 23, 2018 and incorporated herein by reference) (File No.

Form of First Amendment to Stock Purchase Agreement relating to the purchase of $28 million in shares of Series C Redeemable Convertible Preferred Stock dated December 3, 2018 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on December 7, 2018 and incorporated herein by reference) (File No.

Digital Marketing Agreement dated February 13, 2019 by and between Camber Energy, Inc.

and SylvaCap Media (Filed as Exhibit 10.14 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2018, filed with the Commission on February 14, 2019, and incorporated herein by reference)(File No.

First Amendment to Consulting Agreement dated February 13, 2019 by and between Camber Energy, Inc.

and Regal Consulting (Filed as Exhibit 10.15 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2018, filed with the Commission on February 14, 2019, and incorporated herein by reference)(File No.

Camber Energy, Inc.

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.

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.

Termination Agreement dated July 8, 2019, by and between Camber Energy, Inc., and the investor party thereto (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

Funding and Loan Agreement dated July 8, 2019, by and among Camber Energy, Inc., Lineal Star Holdings, LLC, and the preferred shareholders party thereto (Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

$1,050,000 Promissory Note by Lineal Star Holdings, LLC as borrower in favor of Camber Energy, Inc.

as lender, dated July 8, 2019 (Filed as Exhibit 10.4 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

Form of Indemnification Agreement of Officers and Directors (Filed as Exhibit 10.5 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

Second Amendment to Consulting Agreement with Regal Consulting effective July 1, 2019 (Filed as Exhibit 10.6 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

July 8, 2019 Letter Agreement with Sylva International LLC dba SylvaCap Media (Filed as Exhibit 10.7 to the Company’s Report on Form 8-K, filed with the Commission on July 9, 2019 and incorporated herein by reference) (File No.

$1,539,719 Promissory Note effective December 31, 2019, evidencing amounts owed by Lineal Star Holdings, LLC to Camber Energy, Inc.

3 unchanged sentences

(Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on January 3, 2020 and incorporated herein by reference) (File No.

Form of Stock Purchase Agreement relating to the purchase of $5 million in shares of Series C Redeemable Convertible Preferred Stock dated February 3, 2020 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

Form of Waivers and Amendments to Stock Purchase Agreements dated February 3, 2020, by and between Camber Energy, Inc.

and the Investor Named Therein (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

Securities Purchase Agreement dated as of February 3, 2020 by and Between Camber Energy, Inc.

(Purchaser) and Viking Energy Group, Inc.

(Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

$5,000,000 10.5% Secured Promissory Note Issued by Viking Energy Group, Inc.

to Camber Energy, Inc.

Dated February 3, 3020 (Filed as Exhibit 10.4 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

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

and Camber Energy, Inc.

(Filed as Exhibit 10.5 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

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

and Camber Energy, Inc.

(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.

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.

(Filed as Exhibit 10.8 to the Company’s Report on Form 8-K, filed with the Commission on February 5, 2020 and incorporated herein by reference) (File No.

February 15, 2020 Letter Agreement with Sylva International LLC dba SylvaCap Media (Filed as Exhibit 10.1 to the Company’s Report on Form 8- K, filed with the Commission on May 13, 2020 and incorporated herein by reference) (File No.

Form of Stock Purchase Agreement relating to the purchase of $6 million in shares of Series C Redeemable Convertible Preferred Stock dated June 22, 2020 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on June 23, 2020 and incorporated herein by reference) (File No.

Form of Amendment to Stock Purchase Agreements dated June 22, 2020, by and between Camber Energy, Inc.

and the Investor Named Therein (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on June 23, 2020 and incorporated herein by reference) (File No.

Securities Purchase Agreement dated as of June 25, 2020 by and Between Camber Energy, Inc.

(Purchaser) and Viking Energy Group, Inc.

(Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on June 26, 2020 and incorporated herein by reference) (File No.

$5,000,000 10.5% Secured Promissory Note Issued by Viking Energy Group, Inc.

to Camber Energy, Inc.

Dated June 25, 2020 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on June 26, 2020 and incorporated herein by reference) (File No.

Security and Pledge Agreement, dated as of June 25, 2020 by and among Viking Energy Group, Inc.

and Camber Energy, Inc.

(Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on June 26, 2020 and incorporated herein by reference) (File No.

Amended and Restated Security and Pledge Agreement, dated as of June 25, 2020 by and among Viking Energy Group, Inc.

and Camber Energy, Inc.

(Filed as Exhibit 10.4 to the Company’s Report on Form 8-K, filed with the Commission on June 26, 2020 and incorporated herein by reference) (File No.

Assignment of Membership Interests by Viking Energy Group, Inc.

in favor of Camber Energy, Inc.

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.

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)

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

4 unchanged sentences

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)

Promissory Note issued by Camber Energy, Inc.

to the Investor named therein, in the principal amount of $2.5 million, dated April 23, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on April 27, 2021 and incorporated herein by reference)

Pledge Agreement, between Camber Energy, Inc.

and the Investor named therein, dated April 23, 2021 (Filed as Exhibit 10.2 to Camber’s Current Report on Form 8-K, filed with the Commission on April 27, 2021 and incorporated herein by reference)

Security Agreement, between Camber Energy, Inc.

and the Investor named therein, dated April 23, 2021 (Filed as Exhibit 10.3 to Camber’s Current Report on Form 8-K, filed with the Commission on April 27, 2021 and incorporated herein by reference)

Second Amendment To $6 million Secured Promissory Note, between Camber Energy, Inc.

and the Investor named therein, dated July 9, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on July 12, 2021 and incorporated herein by reference)

First Amendment To $12 million Secured Promissory Note, between Camber Energy, Inc.

and the Investor named therein, dated July 9, 2021 (Filed as Exhibit 10.2 to Camber’s Current Report on Form 8-K, filed with the Commission on July 12, 2021 and incorporated herein by reference)

First Amendment To $2.5 million Secured Promissory Note, between Camber Energy, Inc.

and the Investor named therein, dated July 9, 2021 (Filed as Exhibit 10.3 to Camber’s Current Report on Form 8-K, filed with the Commission on July 12, 2021 and incorporated herein by reference)

Stock Purchase Agreement between Camber Energy, Inc.

and the Investor named therein, dated July 9, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on July 12, 2021 and incorporated herein by reference)

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

6 unchanged sentences

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)

Agreement between Camber Energy, Inc.

and the Investor named therein, dated October 9, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on October 13, 2021 and incorporated herein by reference)

Agreement between Camber Energy, Inc.

and the Investor Named Therein, dated October 9, 2021 (Filed as Exhibit 10.2 to Camber’s Current Report on Form 8-K, filed with the Commission on October 13, 2021 and incorporated herein by reference)

Agreement between Camber Energy, Inc.

and the Investor named therein, dated December 2, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on December 6, 2021 and incorporated herein by reference)

Agreement between Camber Energy, Inc.

and the Investor named therein, dated December 2, 2021 (Filed as Exhibit 10.2 to Camber’s Current Report on Form 8-K, filed with the Commission on December 6, 2021 and incorporated herein by reference)

Agreement between Camber Energy, Inc.

and the Investor named therein, dated December 24, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on December 27, 2021 and incorporated herein by reference)

Agreement between Camber Energy, Inc.

and the Investor named therein, dated December 24, 2021 (Filed as Exhibit 10.2 to Camber’s Current Report on Form 8-K, filed with the Commission on December 27, 2021 and incorporated herein by reference)

Loan Agreement by and between Camber Energy, Inc.

and the Investor Named Therein, dated December 24, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on December 27, 2021 and incorporated herein by reference)

Promissory Note issued by Camber Energy, Inc.

to the Investor named therein, dated on or about December 31, 2021 (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on January 4, 2022 and incorporated herein by reference)

Pledge Agreement between Camber Energy, Inc.

and the Investor named therein, dated on or about December 31, 2021 (Filed as Exhibit 10.2 to Camber’s Current Report on Form 8-K, filed with the Commission on January 4, 2022 and incorporated herein by reference)

Security Agreement by and between Camber Energy, Inc.

and the Investor named therein, dated on or about December 31, 2021 (Filed as Exhibit 10.3 to Camber’s Current Report on Form 8-K, filed with the Commission on January 4, 2022 and incorporated herein by reference)

Stock Purchase Agreement, dated on or about December 30, 2021, between Camber Energy, Inc.

and the Investor named therein (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on January 5, 2022 and incorporated herein by reference)

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)

5 unchanged sentences

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)

Settlement Agreement, dated April 11, 2022, between Camber Energy, Inc., Discover Growth Fund, LLC, and Antilles Family Office, LLC (Filed as Exhibit 10.1 to Camber’s Current Report on Form 8-K, filed with the Commission on April 20, 2022 and incorporated herein by reference)

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.