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[8-K] Camber Energy, Inc Reports Material Event

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K
Rhea-AI Filing Summary

Camber Energy, Inc. reported that its wholly‑owned subsidiary Viking Energy Group, Inc. amended an existing exclusive intellectual property license to add Scuderi Group, Inc. as an additional licensor and grantor under the agreement, effective August 13, 2025. Under the Amendment, Scuderi is vested with all future rights and obligations previously held by ESG Clean Energy, LLC and has assumed the remaining duties, liabilities and benefits of ESG under the License Agreement. General references to ESG in the License Agreement are now deemed to read "ESG and Scuderi" and obligations of ESG are now joint and several obligations of ESG and Scuderi.

The licensed intellectual property expressly listed in the filing includes a portfolio of patents and patent applications (13 items) covering "bottoming cycle" power systems, carbon dioxide capture, and production of related products such as distilled water and diesel exhaust fluid, plus related PCT and European filings. The full Amendment is filed as Exhibit 10.1.

Positive
  • Scuderi Group, Inc. was added as an additional licensor and grantor under the License Agreement, becoming vested with future rights and obligations.
  • Scuderi assumed all remaining duties, liabilities and benefits of ESG Clean Energy, LLC under the License Agreement.
  • The Amendment clarifies contract language by deeming references to ESG to read 'ESG and Scuderi' and making ESG's obligations joint and several with Scuderi.
  • The licensed IP portfolio is specified, listing 13 patents and patent applications covering bottoming cycle power systems, CO2 capture, distilled water and DEF production, and related PCT/European filings.
Negative
  • None.

Insights

TL;DR Amendment adds Scuderi as co‑licensor and transfers ESG's remaining rights and obligations; no financial terms disclosed.

The filing documents a contractual change that alters the parties to a material intellectual property license held by Viking Energy Group, Inc. This amendment makes Scuderi Group, Inc. a direct licensor and places future rights and obligations with Scuderi, jointly and severally with ESG. From a financial disclosure perspective, the document is material in corporate governance terms but does not disclose consideration, revenue impact, milestones, or changes to royalty structures, so the economic effect on Camber Energy is not determinable from this filing alone.

TL;DR The amendment formally brings the original IP owner into the license chain and clarifies contractual responsibility for the licensed patents.

The Amendment adds Scuderi as an additional licensor and explicitly vests Scuderi with the rights, duties, liabilities and benefits formerly held by ESG under the Exclusive Intellectual Property License Agreement. It also changes contract references so that obligations of ESG are treated as obligations of ESG and Scuderi jointly and severally. The filing lists the specific patents and applications covered, spanning U.S., European and PCT filings for bottoming cycle power systems, CO2 capture and related product generation. The amendment is therefore legally significant for the licensed IP portfolio, though no commercial or financial terms are provided.

 

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): August 13, 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 1.01. Entry into a Material Definitive Agreement.

 

As previously disclosed, on or about August 18, 2021, Viking Energy Group, Inc. (“Viking”), a wholly-owned subsidiary of Camber Energy, Inc., entered into an Exclusive Intellectual Property License Agreement with ESG Clean Energy (“ESG”), as amended by an amended Appendix A dated on or about November 12, 2021 (collectively, the “License Agreement”), pursuant to which Viking licensed from ESG certain Licensed Product, Licensed Know How and Patent Rights (with such aforementioned italicized terms having the meanings given to them in the License Agreement), which were licensed to ESG from Scuderi Group, Inc. (“Scuderi”).  Scuderi previously acknowledged and approved the License Agreement. 

 

On August 13, 2025, Viking, ESG and Scuderi signed an Amendment to Exclusive Intellectual Property License Agreement (the “Amendment”) pursuant to which Scuderi was added, effective as of such date, as an additional licensor or grantor, as applicable, under the License Agreement, and was vested with all future rights and obligations of ESG thereunder, and Scuderi assumed all remaining duties, liabilities and benefits of ESG under the License Agreement, to the same extent as ESG.  Further, all general references to ESG in the License Agreement are deemed to read ‘ESG and Scuderi” and all provisions containing obligations of ESG are deemed to be obligations of ESG and Scuderi, jointly and severally.

As previously disclosed, the intellectual property licensed by Viking under the License Agreement includes certain patents and/or patent applications including, without limitation, the following:

 

No.

Reference No.

Details

Directed To

1

5874.001A

U.S. Patent No.: 10,774,733, File date: October 24, 2018, Issue date: September 15, 2020, Titled: "Bottoming Cycle Power System." 

Systems for generating bottoming cycle power and producing distilled water

2

5874.001AEP

European Patent No.: EP3728891, Issue Date: April 12, 2023; Validated in the United Kingdom, France and Germany; European Patent Application No.: EP18870699.8, International File date: October 24, 2018, PCT Publication No.: WO2019084208, European Publication No.: EP3728801A1; Titled: "Bottoming Cycle Power System."

Systems for generating bottoming cycle power and producing distilled water

3

5874.004

U.S. Patent No.: 11286832, Issue Date: March 29, 2022; U.S. Patent Application No.: 17/224,200, File date: April 7, 2021, Titled: "Bottoming Cycle Power System.”

Systems for generating bottoming cycle power and capturing carbon dioxide

4

5874.004A

U.S. Patent No.: 11415052, Issue Date: August 16, 2022; U.S. Patent Application No.: 17/448,943, File date: September 27, 2021, Titled: "Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power and Capturing Carbon Dioxide."

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

5

5874.004B

US Patent No.: 11624307, Issue Date: April 11, 2023; U.S. Patent Application No.: 17/580,777, File date: January 21, 2022, Titled: "Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power and Capturing Carbon Dioxide."

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

6

5874.004WO

PCT International Patent Application No.: PCT/US2022/022827, File date: March 31, 2022, Titled: "Bottoming Cycle Power Systems."

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

7

5874.004AWO

PCT International Patent Application No.: PCT/US2022/076635, File date: September 19, 2022, Titled: “Systems And Methods Associated With Bottoming Cycle Power Systems For Generating Power And Capturing Carbon Dioxide; Published on October 13, 2022 with Publication No.: WO 2022/216519

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

8

5874.005

U.S. Patent No.: 11,339,712, Issue Date: May 24, 2022; U.S. Patent Application No.: 17/358,197, File date: June 25, 2021, Titled: "Bottoming Cycle Power System."

 

Systems for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water

9

5874.005A

U.S. Patent No.: 11,346,256, Issue Date: May 31, 2022; U.S. Patent Application No.: 17/448,938, File date: September 27, 2021, Titled: "Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power, Capturing Carbon Dioxide and Producing Products."

Systems and Methods for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water and diesel exhaust fluid (DEF)

10

5874.005B

U.S. Patent Application No.: 17/661,382, File date: April 29, 2022, Titled: "Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power, Capturing Carbon Dioxide and Producing Products."

Systems and Methods for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water and diesel exhaust fluid (DEF).

11

5874.005AWO

PCT International Patent Application No.: PCT/US2022/034298, File date: June 21, 2022, Titled: "Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power, Capturing Carbon Dioxide and Producing Products."; Published on December 29, 2022 with Publication No.: WO 2022/271667

 

Systems and Methods for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water and diesel exhaust fluid (DEF).

12

5874.006

U.S. Patent No.: 11639677, Issue Date: May 2, 2023; U.S. Patent Application No.: 17/934,279, File date: September 22, 2022, Titled: “System And Method For Capturing Carbon Dioxide From A Flow Of Exhaust Gas From A Combustion Process.”

Systems and Methods of Capturing Carbon Dioxide Utilizing The Exhaust Gas From An Internal Combustion Engine

13

5874.007A

U.S. Non-Provisional Patent Application No.: 18/312930, Filing date: May 5, 2023; Converted to a non-provisional from provisional case no: 5874.007P1; U.S. Provisional Patent Application No.: 63/371546, File date: August 16, 2022, Titled: "Absorption Chiller System With A Transport Membrane Heat Exchanger."

Systems and Methods for removing water from air or exhaust gas using an absorption chiller system having a transport membrane heat exchanger as an evaporator

 

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated in this Item 1.01 by reference in its entirety.

 

 
2

 

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

 

Description

10.1

 

Amendment to Exclusive Intellectual Property License Agreement by and between Viking Energy Group, Inc., ESG Clean Energy, LLC and Scuderi Group, Inc., dated as of August 13, 2025

104

 

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

 

 
3

 

 

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: August 14, 2025

By:

/s/ James A. Doris 

 

 

Name:

James A. Doris

 

Title:

Chief Executive Officer

 

 
4

 

FAQ

What did Camber Energy (CEI) report in this 8‑K?

The company reported an Amendment to an Exclusive Intellectual Property License Agreement adding Scuderi Group, Inc. as an additional licensor and transferring ESG's remaining rights and obligations to Scuderi.

Who are the parties to the amended license reported by CEI?

The Amendment is among Viking Energy Group, Inc. (Camber's subsidiary), ESG Clean Energy, LLC, and Scuderi Group, Inc..

When did the Amendment become effective?

The Amendment is dated and effective as of August 13, 2025.

What intellectual property is covered by the License Agreement?

The filing lists 13 patents and patent applications covering bottoming cycle power systems, CO2 capture, and related products such as distilled water and diesel exhaust fluid, including U.S., European and PCT filings.

Where can investors find the full text of the Amendment?

The full Amendment is filed as Exhibit 10.1 to the Current Report.
Camber Energy, Inc

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