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United States


Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of report (Date of earliest event reported): September 20, 2022



(Exact name of registrant as specified in its charter)


Delaware   1-32955   76-0675953
(State or other jurisdiction of
incorporation or organization)

File Number)

  (IRS Employer
Identification No.)



801 Travis Street, Suite 1425

Houston, Texas 77002

  (Address of principal executive offices, including zip code)  



(Registrant’s telephone number, including area code)



  (Former name or former address, if changed since last report)  


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):


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


Title of each class

  Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   HUSA   NYSE American


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).


Emerging growth company


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 7.01. Regulation FD Disclosure.


On September 21, 2022, Houston American Energy Corp. (the “Company”) issued a press release announcing that it had failed to secure a quorum at its September 20, 2022 annual meeting of stockholders (the “Annual Meeting”) and that the Annual Meeting had be adjourned, without conducting any business until Tuesday, October 25, 2022, at 10:00 a.m., central time, at which time the Company’s stockholders will vote on the proposals to be considered at the Annual Meeting. The Annual Meeting was adjourned in order to solicit additional proxies to secure a quorum and to solicit votes from stockholders with respect to the proposals set forth in the Company’s Proxy Statement.


In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01, including Exhibit 99.1, is furnished pursuant to Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


Item 9.01. Financial Statements and Exhibits.


  (c) Exhibits


  99.1 Press Release, dated September 21, 2022
  104 Cover Page Interactive Data File (embedded within the Inline XBRL document)







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.


Dated: September 21, 2022    
  By: /s/ John Terwilliger 
  Name: John Terwilliger
  Title: Chief Executive Officer





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