rmco_8k.htm

 

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

 

rmco_8kimg2.jpg

 

ROYALTY MANAGEMENT HOLDING CORPORATION

(Exact name of registrant as specified in its charter)

 

Florida

 

001-40233

 

86-1599759

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

12115 Visionary Way, Suite 174, Fishers Indiana, 46038

(Address of principal executive offices)

 

(317) 855-9926

(Registrant’s telephone number, including area code)

 

________________________________________________

(Former name or former address, if changed since last report)

 

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 (See: General Instruction A.2. below):

 

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 (17CFR240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

Emerging growth company

 

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

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

On June 24, 2025, Royalty Management Holding Corporation (the “Company”) held its Annual Meeting of Shareholders for the year 2025, which also included the shareholder meeting for the year 2024 (both, the “Annual Meeting”). At the Annual Meeting, shareholders were afforded the opportunity to discuss Company affairs with management, to elect the directors, and to vote on the other matters identified below. Summarized below are descriptions of the matters voted on at the Annual Meeting and the final results of such voting, out of a total of 14,938,128 shares eligible to vote at the Annual Meeting:

 

Proposal 1 – Election of Directors. The stockholders elected each of the five director nominees to serve as directors until the Company’s 2027 Annual Meeting of Stockholders, or until a successor is duly elected and qualified. Each nominee was a current director of the Company who was re-elected. The voting for the directors at the Annual Meeting was as follows:

 

Name

Votes For

Votes Against

Abstentions

Julie K. Griffith

11,329,184

17,565

0

D. Joshua Hawes

11,331,814

10,935

4,000

Roy A. Smith

11,329,184

10,935

6,630

W. Benjamin Kincaid

11,329,182

14,937

2,630

Thomas Sauve

11,322,246

11,839

21,664

 

Proposal 2 – Change of the Company’s domicile from the State of Delaware to the State of Florida. The result of the vote taken at the Annual Meeting was as follows:

 

Votes For

Votes Against

Abstentions

11,178,392

163,345

5,012

 

Proposal 3 – Approval of the Amended and Restated Articles of Incorporation and Amended and Restated Bylaws. The result of the vote taken at the Annual Meeting was as follows:

 

Votes For

Votes Against

Abstentions

11,283,357

145,011

5,012

 

Proposal 4 –Selection of CM3 Advisory as the Company’s independent registered public accounting firm for the fiscal years ending December 31, 2025 and 2024. The result of the vote taken at the Annual Meeting was as follows:

 

Votes For

Votes Against

Abstentions

11,333,424

14,302

902

 

 

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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.

 

 

Royalty Management Holding Corporation

 

 

 

 

Date: June 24, 2025

By:

/s/ Thomas M. Sauve

 

 

Thomas M. Sauve

 

 

 

Chief Executive Officer

 

 

 

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