UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): June 24, 2025

 

Camber Energy, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada

001-32508

20-2660243

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

 

12 Greenway Plaza, Suite 1100, Houston, Texas

 

77046

(Address of principal executive offices)

 

(Zip Code)

 

(Registrant’s telephone number, including area code): (281) 404-4387

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

Item 8.01. Other Events.

 

On or about July 9, 2021, Camber Energy, Inc. (the “Company”) entered into a Stock Purchase Agreement (the “SPA”) with Antilles Family Office, LLC (the “Investor”) pursuant to which the Company issued 1,575 shares of Series C Redeemable Convertible Preferred Stock (“Series C Preferred Shares”) convertible into shares of Common Stock of the Company (“Common Stock”).

 

On June 24, 2025 the Investor notified the Company that it: (i) has fully converted all Series C Preferred Shares into Common Stock; (ii) has received all Common Stock to which it was entitled in connection with such conversions; and (iii) there will be no further delivery notices, conversion notices, or claims, including any claims for so-called “True-Up Shares.”

 

This milestone marks the first time in approximately nine (9) years that the Company has no Series C Preferred Shares outstanding in its capitalization and/or an obligation to issue Common Stock in connection with prior conversions of Series C Preferred Shares. 

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

 

Description

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

CAMBER ENERGY, INC. 

 

 

Date: June 30, 2025

By:

/s/ James A. Doris 

 

 

Name:

James A. Doris

 

Title:

Chief Executive Officer

 

 

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