American Acquisition Opportunity : Submission of Matters to a Vote of Security Holders - Form 8-K

ITEM 5.07 SUBMISSION OF A MATTER TO A VOTE OF SECURITY HOLDERS.

On October 30, 2023, the Company held a Special Meeting of Stockholders (the "Special Meeting"). The record date for the stockholders entitled to notice of, and to vote at, the Special Meeting was October 18 2023. At the close of business on that date, the Company had 3,074,568 shares of common stock issued and outstanding and entitled to be voted at the Special Meeting. Of the 3,074,568 shares of common stock issued and outstanding and entitled to be voted at the Special Meeting, 2,758,495 shares (or 89.72%), constituting a quorum, were represented in person or by proxy at the Special Meeting. At the Special Meeting, five proposals were submitted to the Company's stockholders. The proposals are described in more detail in the Company's definitive proxy statement/prospectus filed with the U.S. Securities and Exchange Commission on October 20, 2023. The Adjournment Proposal (Proposal 5) was not voted on at the Special Meeting. The final voting results were as follows:

1.Business Combination Proposal--a proposal to approve and adopt the Agreement and Plan of Merger, dated as of June 28, 2022, amended on November 27, 2022 and further amended on April 28, 2023 (referred to as the "Business Combination Agreement"), by and among American Acquisition Opportunity, Royalty Management Corporation, a Indiana corporation ("Royalty"), and Royalty Merger Sub, Inc., an Indiana corporation and a wholly owned subsidiary of American Acquisition Opportunity ("Merger Sub"), and the transactions contemplated thereby, pursuant to which American Acquisition Opportunity will issue shares of its Class A common stock, par value $0.0001 per share of ("American Acquisition Opportunity Class A Common Stock") to holders of the common stock, par value $0.001 per share of Royalty and Merger Sub will merge with and into Royalty, with Royalty surviving the merger and becoming a wholly-owned direct subsidiary of American Acquisition Opportunity. This proposal is referred to as the "Business Combination Proposal."

Stockholders approved the Business Combination Approval. The voting results were as follows:

FOR			AGAINST			ABSTAIN
2,747,946				10,449				100

2. Charter Proposal -- to approve an amended and restated certificate of incorporation of American Acquisition Opportunity, a copy of which is attached to the proxy statement/prospectus filed with the United States Securities and Exchange Commission (the "SEC") on October 20, 2023 as Annex B(the "Amended Charter"). This proposal is referred to as the "Charter Proposal."

Stockholders approved the Charter Proposal. The voting results were as follows:

FOR			AGAINST			ABSTAIN
2,747,946				10,449				100

3.Advisory Charter Proposals-- to consider and vote upon, on a non-binding advisory basis, five separate governance proposals relating to material differences between American Acquisition Opportunity's amended and restated certificate of incorporation and the Amended Charter to be in effect upon the completion of the Business Combination in accordance with the requirements of the SEC. These proposals are referred to as the "Advisory Proposals" or "Advisory Proposals 3A-3E."

Stockholders approved the Advisory Charter Proposals. The voting results were as follows:

Advisory Proposal 3A: Elimination of Dual-Class Common Charter Amendment - to eliminate the dual classes of American Acquisition Opportunity Common Stock authorized so that the only class of common stock will be the Class A Common Stock; and

FOR			AGAINST			ABSTAIN
2,747,946				10,449				100

2

Advisory Proposal 3B: Name Change Amendment - to change American Acquisition Opportunity's name to "Royalty Management Holding Corporation"; and

FOR			AGAINST			ABSTAIN
2,747,946				10,449				100

Advisory Proposal 3C:Actions by Stockholders Charter Amendment - to require that stockholders only act at annual and special meeting of the corporation and not by written consent; and

FOR			AGAINST			ABSTAIN
2,746,946				10,449				1,100

Advisory Proposal 3D: Corporate Opportunity Charter Amendment - to eliminate the current limitations in place on the corporate opportunity doctrine; and

FOR			AGAINST			ABSTAIN
2,746,946				10,449				1,100

Proposal 3E: Additional Charter Amendments - to approve all other changes including eliminating certain provisions related to special purpose acquisition corporations that will no longer be relevant following the closing of the Business Combination.

FOR			AGAINST			ABSTAIN
2,747,946				10,449				100

4. Nasdaq Proposal -- to approve, for purposes of complying with applicable listing rules of The Nasdaq Stock Market LLC, the issuance of American Acquisition Opportunity Common Stock to Royalty's stockholders pursuant to the Business Combination Agreement. This proposal is referred to as the "Nasdaq Proposal."

Stockholders approved the Nasdaq Proposal. The voting results were as follows:

FOR			AGAINST			ABSTAIN
2,747,946				10,449				100

5. Adjournment Proposal --The Company had solicited proxies in favor a an adjournment proposal which would have given the Company authority to adjourn the meeting to solicit additional proxies. As there were sufficient shares voted in favor of all of the proposals, this proposal was not voted upon at the Special Meeting.