Proxy Results - Form 425

Item 5.07. Submission of Matters to a Vote of Security Holders.

Roth CH Acquisition V Co., a Delaware corporation ("ROCL" or the "Company") held a special meeting of stockholders of the Company (the "Meeting") on November 26, 2024 at 10:00 a.m. Eastern Time via live webcast. There were 4,919,297 shares of the Company common stock outstanding on the record date, October 28, 2024.

There were 3,728,929 shares of the Company common stock present at said meeting in person or represented by proxy, which is 75.80% of the total outstanding shares, thereby constituting a quorum.

At the Meeting, the stockholders of ROCL approved all of the proposals presented, in particular, the business combination between ROCL and New Era Helium Corp. ROCL expects to close the business combination as soon practicable after the receipt of approval to list the combined company on Nasdaq. Summarized below are the results of the matters voted on at the Meeting.

Proposal 1. Redomestication Merger Proposal

A proposal to approve the merger (the "Redomestication Merger") of the Company with and into Roth CH V Holdings Inc. ("Holdings"), its wholly owned Nevada subsidiary, with Holdings surviving the merger. The merger will change the Company's place of incorporation from Delaware to Nevada. Approval of the Redomestication Merger Proposal required the affirmative vote from a majority of the outstanding shares. The Redomestication Merger Proposal received the following votes:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
3,691,461		37,448		20		0

The Redomestication Proposal was approved by the Company's stockholders holding 3,691,461 shares or approximately 75.04% of the outstanding shares of common stock of the Company.

Proposal 2. Business Combination Proposal

A proposal to approve and adopt the Merger Agreement, by and among the Company, Roth CH V Merger Sub Corp.("Merger Sub"), a Delaware corporation and a wholly-owned subsidiary of the Company and New Era Helium Corp., a Nevada corporation, pursuant to which, among other things (i) Holdings shall sign a joinder and become a party to the Merger Agreement; and (ii) immediately subsequent to the Redomestication Merger, Merger Sub will merge with and into the Company with the Company surviving the Merger as a wholly owned subsidiary of Holdings (together, the "Business Combination" and the post combination company, the "Combined Company"). Approval of the Business Combination Proposal required the affirmative vote of the holders of a majority of the shares of common stock of the Company represented in person by virtual attendance or by proxy and entitled to vote thereon at the Meeting. The Business Combination Proposal received the following votes:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
3,691,460		37,449		20		0

The Business Combination Proposal was approved by the Company's stockholders holding 3,691,460 shares or approximately 99% of the shares of common stock of the Company represented in person or by proxy entitled to vote thereon at the Meeting.

Proposal 3. Charter Amendment Proposal

A proposal to adopt the proposed articles of incorporation of the Combined Company. Approval of the Charter Amendment Proposal required the affirmative vote from a majority of the outstanding shares. The Charter Amendment Proposal received the following votes:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
3,691,461		37,448		20		0

The Charter Amendment Proposal was approved by the Company's stockholders holding 3,691,461 shares or approximately 75.04% of the outstanding shares of common stock of the Company.

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