EMPIRE PETROLEUM CORP

DEF 14A 1 empire-prox_18945.htm EMPIRE PETROLEUM CORPORATION - DEFINITIVE PROXY STATEMENT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. )

Filed by the Registrant☒

Filed by a Party other than the Registrant☐

Check the appropriate box:

Empire Petroleum Corporation

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒ No fee required

☐ Fee paid previously with preliminary materials

☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

Group2018 Proxy Statement Notice of Annual Meeting of Stockholders to be held on May 16, 2018

LETTER FROM THE CHAIRMAN OF THE BOARD

TO OUR STOCKHOLDERS

Dear Fellow Stockholders,

On behalf of Empire’s Board of Directors and management team, we are pleased to invite you to our Annual Meeting of Stockholders on June 12, 2025.

The accompanying Proxy Statement contains important information regarding the proposals to be voted on, including the election of three directors, the ratification of Grant Thornton LLP as our independent registered public accounting firm for 2025, and a non-binding advisory vote to approve the compensation of our named executive officers. Whether or not you plan to attend the meeting, we encourage you to vote your shares in advance, so your voice is represented.

We recognize the importance of strong governance, transparency, and accountability. The Board remains actively engaged with management to guide the company’s strategy, assess risk, and ensure our decisions reflect the best interests of our stockholders. We appreciate the trust you’ve placed in us, and we remain focused on earning it every day.

To our employees, thank you for your dedication and hard work. Your efforts power our progress. And to our stockholders, thank you for your continued confidence in Empire Petroleum. We look forward to sharing more about our progress and plans during the Annual Meeting and respectfully ask for your support on the items outlined in the Proxy Statement.

Sincerely,

Phil E. Mulacek

Chairman, Board of Directors

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

OF EMPIRE PETROLEUM CORPORATION

AGENDA:

**Record Date:**You can vote if you were a stockholder of record on April 21, 2025.

Your vote is important regardless of the number of shares you own. Whether or not you expect to attend the meeting, we hope you will take the time to vote your shares. If you are a stockholder of record, you may vote over the Internet, by telephone or by completing and mailing the enclosed proxy card in the envelope provided. If your shares are held in “street name,” that is, held for your account by a broker or other nominee, you will receive instructions from the holder of record that you must follow for your shares to be voted.

By Order of the Board of Directors,

Michael R. Morrisett

President, Chief Executive Officer

and Secretary

Important Notice Regarding the Availability of Proxy Materials for the 2025 Annual Meeting of Stockholders to be Held on June 12, 2025: Stockholders may view the accompanying proxy statement, our form of proxy and our 2024 Annual Report to Stockholders over the Internet by accessing our website at https://empirepetroleumcorp.com.

PROXY STATEMENT

FOR ANNUAL MEETING OF STOCKHOLDERS

To Be Held June 12, 2025

This proxy statement is furnished in connection with the solicitation by the Board of Directors of Empire Petroleum Corporation, a Delaware corporation (the “Company,” “Empire,” “we,” “our” or “us”), of proxies to be voted at the Annual Meeting of Stockholders to be held on June 12, 2025, or at any adjournment thereof (the “Annual Meeting”), for the purposes set forth in the accompanying Notice of Annual Meeting. This proxy statement and accompanying proxy were first sent on or about April 30, 2025, to stockholders of record on April 21, 2025.

Holders of record of our Common Stock (the “Common Stock”) at the close of business on the record date, April 21, 2025, will be entitled to notice of, and to vote at, the Annual Meeting. As of April 21, 2025, there were 33,712,727 shares of our Common Stock outstanding. Each share of Common Stock is entitled to one vote. There are no other classes of stock outstanding other than the Series A Voting Preferred Stock, which is not entitled to vote at the Annual Meeting. There is no cumulative voting with respect to the election of directors.

For more information about this solicitation and voting, please see the Questions and Answers section below.