Royalty Management Holding Corp Files 8-K

TL;DR

RMCO filed an 8-K on 8/29 for corporate updates.

AI Summary

Royalty Management Holding Corp. (RMCO) filed an 8-K on August 29, 2024, reporting amendments to its articles of incorporation or bylaws and financial statements. The company, formerly known as American Acquisition Opportunity Inc., is incorporated in Delaware and has its principal executive offices in Fishers, Indiana.

Why It Matters

This filing indicates corporate housekeeping and potential changes to the company's structure or financial reporting, which could impact investors' understanding of its operations.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain significant negative news.

Key Players & Entities

• Royalty Management Holding Corp (company) — Registrant
• American Acquisition Opportunity Inc. (company) — Former company name
• Delaware (jurisdiction) — State of incorporation
• Fishers, Indiana (location) — Principal executive offices
• August 29, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $1.70 — of the Company at a conversion price of $1.70 per share, or one share of Series A Pre
• $4.00 — ice of the Company's common stock be at $4.00 or greater for thirty consecutive days.
• $1.00 — ommon stock a per share amount equal to $1.00 per share. The foregoing summary descr

Filing Documents

• rmco_8k.htm (8-K) — 26KB
• rmco_ex31.htm (EX-3.1) — 20KB
• 0001477932-24-005452.txt ( ) — 170KB
• rmco-20240829.xsd (EX-101.SCH) — 6KB
• rmco-20240829_lab.xml (EX-101.LAB) — 14KB
• rmco-20240829_cal.xml (EX-101.CAL) — 1KB
• rmco-20240829_pre.xml (EX-101.PRE) — 9KB
• rmco-20240829_def.xml (EX-101.DEF) — 2KB
• rmco_8k_htm.xml (XML) — 4KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On August 29, 2024, the Company filed a certificate of designations to create the Series A Preferred Stock (the "Certificate of Designations") with the Secretary of State of Delaware. The Certificate of Designations, which forms a part of the Company's Amended and Restated Articles of Incorporation, specifies the terms of the Series A Preferred Stock. Five Million (5,000,000) shares of authorized preferred stock of the Company have been designated as Series A Preferred Stock. The holders of shares of Series A Preferred Stock will be entitled to receive a 5.0% annual dividend, either accrued to the balance of the Series A Preferred Stock or paid in cash, at the discretion of the Company. The shares of Series A Preferred Stock are convertible into shares of Common Stock of the Company at a conversion price of $1.70 per share, or one share of Series A Preferred to 0.588235 shares of the Company's common stock, subject to certain anti-dilution adjustments, and shall automatically convert to common stock of the Company should the daily closing share price of the Company's common stock be at $4.00 or greater for thirty consecutive days. The Series A Preferred Stock confers no voting rights on holders, except with respect to matters that materially and adversely affect the voting powers, rights or preferences of the Series A Preferred Stock or as otherwise required by applicable law. With respect to the distribution of assets upon the liquidation, dissolution or winding up of the Company, the Series A Preferred Stock ranks senior to the common stock of the Company and on parity with all other classes of preferred stock that may be issued by the Company in the future. Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, the Holders shall be entitled to receive in preference to the holders of the common stock a per share amount equal to $1.00

01 . Financial Statements and Exhibits

Item 9.01 . Financial Statements and Exhibits. (d) Exhibits The following exhibits are attached hereto and filed herewith. Exhibit No. Description 3.1 Series A Preferred Stock Certificate of Designations 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

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: September 3, 2024 By /s/ Thomas M. Sauve Thomas M. Sauve Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR