Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard On June 25, 2025, Royalty Management Holding Corporation (or the “Company”) received a letter from the Nasdaq Stock Market indicating that regained compliance with Listing Rule 5620 that requires an annual meeting of shareholders. With the Company’s proxy filed on June 6, 2025, and its annual meeting of shareholders held on June 24, 2025, the Nasdaq Stock Market has determined that the Company has complied with thi…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard. On January 29, 2025, Royalty Management Holding Corporation (or the “Company”) disclosed that the Company had received a letter from Nasdaq Regulation (“Nasdaq”) indicating that the Company has not yet held an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year end of December 31, 2023, as required by Nasdaq Listing Rule 5620(a). The Company was afforded an opportunity to pr…

Chief Financial Officer — Kirk Taylor: Kirk Taylor resigned as Chief Financial Officer, but the departure was not due to any disagreement with the company.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard. On January 24, 2025, Royalty Management Holding Corporation (or the “Company”) received a letter from Nasdaq Regulation (“Nasdaq”) indicating that the Company has not yet held an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year end of December 31, 2024, as required by Nasdaq Listing Rule 5620(a). The notification of noncompliance has no immediate effect on the listing or…

Notice of Regained Compliance for Continued Listing Rule or Standard On November 12, 2024, Royalty Management Holding Corporation (or the “Company”) received a letter from the Nasdaq Stock Market indicating that the Company regained compliance with Listing Rule 5550(a)(2) and the matter has been closed.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard. On October 28, 2024, Royalty Management Holding Corporation (or the “Company”) received a letter from the Nasdaq Stock Market indicating that for 31 consecutive business days the Company’s stock has not maintained a minimum closing bid price of $1.00 per share (“Minimum Bid Price Requirement”) as required by Nasdaq Listing Rule 5550(a)(2). The notification of noncompliance has no immediate effect on the listing or…

of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act. A copy of the pre…

Changes in Registrant’s Certifying Accountant (b) Newly Engaged Independent Registered Public Accounting Firm On May 13, 2024, the Audit Committee approved the appointment of CM3 Advisory (“CM3”) as the Company’s new independent public accounting firm, effective immediately. During the Company’s two most recent fiscal years, and any subsequent interim period prior to engaging CM3, neither the Company, nor anyone on its behalf, consulted CM3 regarding either (i) the application of accounting p…

Changes in Registrant’s Certifying Accountant (a) Dismissal of Independent Registered Public Accounting Firm On May 3, 2024, the Audit Committee (the “Audit Committee”) of the Board of Directors of Royalty Management Holding Corporation (or the “Company”) approved the dismissal of BF Borgers CPA PC (“BF Borgers”) as the Company’s independent registered public accounting firm. The reports of BF Borgers on the Company’s consolidated financial statements for the fiscal years ended December 31, 2…

Regulation FD Disclosure Effective April 17, 2024, the Board of Directors (the “Board”) of Royalty Management Holding Corporation (or the “Company”) voted unanimously to institute a stock repurchase program of Royalty Management Holding Corporation’s Class A Common Shares. Under the program, the Company may purchase up to $2.0 million of its common stock over the next 24 months, as market conditions warrant. The shares may be repurchased in the open market or in privately negotiated transacti…

Director — Daniel Hasler and Gary Ehlebracht: Two independent directors stepped down from the Board of Directors.

Chief Executive Officer, Director — Mark Jensen: Mark Jensen resigned as CEO and director in connection with the business combination.

Other Events American Acquisition Opportunity Inc. (the “Company”) announced today that it has been informed by Nasdaq that there is uncertainty that Nasdaq will have completed its review of the Company’s listing application in connection with its business combination with Royalty Management Corporation to permit trading in the combined company’s securities upon closing of the transaction which must occur no later than October 31, 2023. The Company is in active discussions with the Nasdaq sta…

OTHER EVENTS In connection with the Charter Proposal Amendment and the Advisory Charter Proposals, respectively, the Company was required to give its stockholders the opportunity to redeem their shares of common stock. Of the 3,074,568 shares of common stock that were outstanding, a total of 221,643 shares exercised their redemption rights and did not subsequently reverse that decision. Important Information and Where To Find It In connection with the Merger Agreement and transactions contemp…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On October 13, 2023, American Acquisition Opportunity Inc. (the “Company”) filed a Current Report on Form 8-K (the “Form 8-K”) reporting that as it had not timely filed for an appeal of the delisting notification it had received a letter from the Staff stating that as the Company had not regained compliance with the MVLS Rule, its securities would be delisted effective as of the opening of the…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On October 11, 2023, American Acquisition Opportunity Inc. (the “Company”) filed a Current Report on Form 8-K (the “Form 8-K”) reporting that it had received a letter (the “Delisting Notice”) from the Staff stating that as the Company had not regained compliance with the MVLS Rule, its securities would be delisted effective as of the opening of the market on October 16, 2023. In the Form 8-K, t…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On April 4, 2023, American Acquisition Opportunity Inc. (the “Company”) received a letter (the “MVLS Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that for the last 30 consecutive business days prior to the date of the MVLS Notice, the Company’s Minimum Market Value of Listed Securities (“MVLS”) was less than $3…

Entry into a Material Definitive Agreement. Amendment No. 2 to Merger Agreement As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on July 5, 2022 by American Acquisition Opportunity Inc., a Delaware company (“AMAO”), on June 28, 2022, AMAO and Royalty Merger Sub, Inc., an Indiana corporation and a wholly owned subsidiary of AMAO (“Merger Sub,” and together with AMAO, the “Parent Parties”) entered into an Agreement and Plan…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On April 4, 2023, American Acquisition Opportunity Inc. (the “Company”) received a letter (the “MVLS Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that for the last 30 consecutive business days prior to the date of the MVLS Notice, the Company’s Minimum Market Value of Listed Securities (“MVLS”) was less than $3…

Modification to a Material Definitive Agreement Underwriter Agreement. On December 6, 2022, American Acquisition Opportunity Inc., a Delaware corporation (“ AMAO ”), entered into an amendment of its Underwriter Agreement. In accordance to the amendment, upon an effective combination, the remaining $3,500,000 deferred underwriting fees will be converted at a price of $10.00 per share to 350,000 common shares of the surviving entity.

OTHER EVENTS On October 6, 2022, American Acquisition Opportunity Inc. (the “Company”) announced the results of the redemptions from their special meeting of stockholders held on September 22, 2022. Prior to the meeting, there were 1,562,685 shares of the Company’s Class A common stock issued and outstanding and entitled to seek redemption of which 820,377 shares were redeemed at a per share redemption price of $10.15610656 or $ 8,331,836.23 in the aggregate. There are 742,308 shares of Class…

and Exhibits 99.1 and 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing. Important Information and Where To Find It In connection with the Merger Agreement and tra…

Entry into a Material Definitive Agreement Merger Agreement On June 28, 2022, American Acquisition Opportunity Inc., a Delaware corporation (“ AMAO ”), entered into an agreement and plan of merger (the “ Merger Agreement ”) by and among AMAO, Royalty Management Corporation, an Indiana corporation (“ RMC ”) and Royalty Merger Sub Inc., an Indiana corporation and a wholly owned subsidiary of AMAO (“ Merger Sub ”). AMAO and Merger Sub are sometimes referred to collectively as the “ AMAO Parties…

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT Forward Share Purchase Agreements Effective March 25, 2022, American Acquisition Opportunity Inc., a Delaware corporation (“AMAO” or the “Company”), and certain accredited investors in the Company (the “Investors”) entered into Forward Share Purchase Agreements (each, a “Purchase Agreement” and collectively, the “Purchase Agreements”), pursuant to which the Investors may each individually elect to sell and transfer to the Company via redemption on th…

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. American Acquisition Opportunity Inc., a Delaware corporation (the “Company”), was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The amended and restated certificate of incorporation of the Company (the “Charter”) provides…