Note 10. Equity 

(a) Common Stock

The Company is authorized to issue 500,000,000 shares of Common Stock, par value $0.001 per share.

(b) Preferred Stock

The Company is authorized to issue 10,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”).

(i) Series A Convertible Preferred Stock

In 2023, the Company issued 28,092 shares of new Series A Preferred Stock in exchange for 28,092 outstanding shares of old Series C Preferred Stock of Viking Energy Group Inc. Each share of Series A Preferred Stock is convertible into 890 shares of Camber Common Stock (subject to a beneficial ownership limitation of 9.99% of Camber Common Stock), is treated equally with Camber Common Stock with respect to dividends and liquidation, and only has voting rights with respect to voting: (a) on a proposal to increase or reduce Camber’s share capital; (b) on a resolution to approve the terms of a buy-back agreement; (c) on a proposal to wind up Camber; (d) on a proposal for the disposal of all or substantially all of Camber’s property, business and undertaking; (e) during the winding-up of Camber; and/or (f) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party.

(ii) Series C Redeemable Convertible Preferred Stock

The Series C Preferred Stock contained an embedded derivative due to the potential conversion into a variable number of shares of common stock. Conversion of the face value of the Series C Preferred Stock was fixed at $162.50 per share of common stock. The Stock also included a Conversion Premium which was convertible into shares of common stock based on a variable that was not an input to the fair value of a fixed-for-fixed option as defined in FASB ASC 815-40 and was therefore a derivative liability recorded at fair value.

The Company determined the redemption value of the face value of the Series C Preferred Stock to be the fair value of the shares of common stock issuable to satisfy the conversion of the face value of the Series C Preferred Stock. The fair value of the Conversion Premium was determined to be the fair value of the shares required to satisfy the Conversion Premium.

At March 31, 2025 there were 30 shares of Series C Preferred Stock outstanding, which were convertible into 1,846 common shares. The Conversion Premium associated with the outstanding shares at that date was estimated to be 26,689,091 common shares. For the three months ended March 31, 2025, the Company recorded an expense of $266,891 related to the change in the fair value of the Conversion Premium.

During the second quarter of 2025, the holder converted a total of 19 shares of Series C Preferred Stock in exchange for 16,904,261 shares of common stock and agreed to cancel the remaining 11 outstanding shares of Series C Preferred Stock. Additionally, the holder agreed to waive its entitlement to any further additional shares due from prior conversions. At March 31. 2026 and December 31, 2025, no shares of Series C Preferred Stock were outstanding and the balance of common stock to be issued on true-up of prior Series C Preferred stock conversions was nil. 

(iii) Series G Redeemable Convertible Preferred Stock

The Series G Preferred Stock were created in 2021 with a face value of $10,000 per share. The Series G Preferred Stock may be converted into shares of common stock at any time at the option of the holder at a price per share of common stock equal to one cent above the closing price of the Company’s common stock on the date of the issuance of such shares of Series G Preferred Stock, or as otherwise specified in the Stock Purchase Agreement. Upon conversion, the Company will pay the holders of the Series G Preferred Stock being converted a conversion premium equal to the amount of dividends that such shares would have otherwise earned if they had been held through the maturity date.

Each outstanding share of Series G Preferred Stock will accrue cumulative dividends at a rate equal to 10.0% per annum of the Face Value. Dividends will be payable upon any of the following: (a) redemption of shares; (b) conversion of shares; and (c) when, as and if otherwise declared by the board of directors of the Corporation.

In 2022, the Company issued 10,544 shares Series G Preferred Stock for an aggregate price of $100,000,000 representing at a 5% original issue discount. The Purchase Price was paid as follows: $5,000,000 in cash and four Promissory Notes each in the amount of $23,750,000 and payable on March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022, respectively.

There are 2,636 shares of Series G Preferred Stock associated with each Note. The shares may not be converted into shares of common stock unless the related Note is paid in full. The Company may, at its discretion, redeem the 2,636 shares of Series G Preferred Stock associated with each Note for consideration of $1,375,000.

In 2022, the Company paid $2,750,000 and redeemed 5,272 shares of Series G Preferred Stock associated with the Notes due March 31, 2022 and June 30, 2022.

At March 31, 2026, none of the outstanding notes had been paid in full and the 5,272 shares which remained outstanding were not convertible.

(c) Warrants

The following table represents stock warrant activity at and for the three months ended March 31, 2026 and 2025: