UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT ~~PURSUANT TO SECTION 13 OR 15(d)~~

OFPursuant ~~THE~~to ~~SECURITIES~~Section ~~EXCHANGE~~13 ~~ACT~~or OF15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~March~~May 53, 2019

~~Royal~~ROYAL ~~Energy~~ENERGY ~~Resources~~RESOURCES, ~~Inc~~INC.

(Exact name of registrant as specified in its charter)

Delaware	000-52547	11-3480036
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. Employer Identification Number)

56 Broad Street, Suite 2, Charleston, SC 29401

~~Charleston,~~(Address ~~South~~of ~~Carolina~~principal ~~29401~~executive offices) (Zip Code)

(Address of principal executive office) (Zip Code)

(843) 900-7693

(~~Registrants~~Registrant’s telephone number, including area code)

Not Applicable

(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 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-4c))

~~[ ]~~Indicate ~~Soliciting~~by ~~material~~check ~~pursuant~~mark towhether the registrant is an emerging growth company as defined in Rule ~~14a~~405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-122 ~~under~~of the Securities Exchange Act ~~(17~~of ~~CFR~~1934 (§240.~~14a~~12b-122 of this chapter).

~~[ ]~~Emerging ~~Pre-commencement~~growth ~~communications~~company ~~pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))~~[ ]

~~[ ]~~If ~~Pre-commencement~~an ~~communications~~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 ~~Rule~~Section ~~13e-4~~13(ca) ~~under~~of the Exchange Act ~~(17 CFR 240~~.~~13e-4(c))~~ [ ]

~~Item~~Section ~~1.01~~5 ~~Entry~~– ~~into~~Corporate aGovernance ~~Material~~and ~~Definitive Agreement~~ Management

OnItem ~~March~~ 5~~, 2019, Royal Energy Resources, Inc~~.02 ~~entered~~Departure ~~into~~of anDirectors ~~amended~~or ~~and~~Certain ~~restated~~Ofﬁcers; ~~secured~~Election promissory note (the “Amendment”) with Cedarview Opportunities Master Fund, L.P (“Cedarview”). The Amendment relates to the secured promissory note (‘the “Note”) executed between Royal and Cedarview on May 31, 2017 for the principal sum of ~~$2,500,000~~Directors; ~~with a~~Appointment ~~maturity date~~ of ~~May~~Certain ~~31,~~Ofﬁcers; ~~2019. The Amendment extends the maturity date to May 31, 2020 and requires a principal reduction of~~Compensatory ~~$1,000,000~~Arrangements ~~due on or before May 31, 2019 along with a $45,000 extension fee due upon execution~~ of ~~the~~Certain ~~Amendment~~Ofﬁcers. ~~All other terms, provisions, conditions and definitions as set forth in the Note remain in full force and effect, including without limitation all security and collateral required by the Note.~~

~~The~~(b) ~~foregoing~~On ~~description~~May of9, ~~the~~2019, ~~Amendment~~Brian ~~does~~Hughs ~~not~~was ~~purport~~terminated toas bechief ~~complete~~commercial ~~and~~officer ~~is qualified in its entirety by reference to the complete text~~ of ~~the~~Royal ~~Amendment~~Energy Resources, ~~a copy of which is filed as Exhibit 10~~Inc.1 tofor ~~this Current Report and is incorporated herein by reference~~cause.

Item 95.0107 ~~Financial~~Submission ~~Statements~~of ~~and~~Matters ~~Exhibits~~to Vote of Security Holders.

(da) ~~Exhibits~~On May 9, 2019, shareholders holding 8,013,119 common shares and 51,000 Series A Preferred Shares, which constitute 73.8% of the total shareholder votes, executed a written consent to remove Brian Hughs from the Company’s board of directors. The removal will be effective twenty-one (21) days after the Company sends an information statement to the shareholders in compliance with SEC Rule 14c-2.

~~The~~Item ~~following~~8.01 isOther ~~filed as an Exhibit to this Report~~Events.

Exhibit No.		Description of Exhibit
10.1		Amended and Restated Secured Promissory Note dated as of March 5, 2019 by Royal Energy Resources, Inc. and Cedarview Opportunities Master Fund, L.P.

On May 3, 2019, Royal Energy Resources, Inc. (“Royal”), Rhino GP LLC (“Rhino GP”), which is 100% owned by Royal, and Rhino Resource Partners LP (the “Partnership”), of which Rhino GP is the general partner, filed a complaint in the Court of Chancery in the State of Delaware against Rhino Resource Partners Holdings LLC (“Holdings”), Weston Energy LLC (“Weston”), Yorktown Partners LLC and certain Yorktown funds (collectively, the “Yorktown entities”), as well as Mr. Ronald Phillips, Mr. Bryan H. Lawrence and Mr. Bryan R. Lawrence.

The complaint alleges that Holdings violated certain representations and negative covenants under the Option Agreement, dated December 30, 2016 among Holdings, the Partnership, and Weston and, as a result of Holdings’ entry into a Restructuring Support Agreement with Armstrong Energy, Inc. (“Armstrong”), its creditors and certain other parties, which agreement was entered into in advance of Armstrong’s filing for bankruptcy relief under Chapter 11 of the United States Code in November 2017. The complaint further alleges that (i) Mr. Phillips violated fiduciary and contractual duties owed to Royal, Rhino GP and the Partnership and solicited, accepted and agreed to accept certain benefits from Holdings, Weston, the Yorktown entities and Messrs. Lawrence and Lawrence without the knowledge or the consent of Royal, Rhino GP or the Partnership and during a period in which Mr. Phillips was the President of Royal and a director on the board of Rhino GP and (ii) Holdings, Weston, the Yorktown entities and Messrs. Lawrence and Lawrence aided and abetted Mr. Phillips’ breaches of his fiduciary duties, tortuously interfered with the observance of Mr. Phillips’ duties under the Partnership’s and Rhino GP’s respective organizational agreements and conferred, offered to confer and agreed to confer benefits on Mr. Phillips without the knowledge or the consent of Royal, Rhino GP or the Partnership.

The complaint seeks (i) the rescission of the Option Agreement, (ii) the return of all consideration thereunder, including 5,000,000 common units representing limited partner interests in the Partnership, (iii) the cancellation of the Series A Preferred Purchase Agreement, dated December 30, 2016, among Royal, Rhino GP, the Partnership (the “Series A Preferred Purchase Agreement”) and Weston, (iv) the invalidation of the Series A preferred units representing limited partner interests in the Partnership issued to Weston pursuant to the Series A Preferred Purchase Agreement and (v) unspecified monetary damages arising from Mr. Phillips’ breaches of fiduciary duties and the other defendants’ aiding and abetting of such breaches.

SIGNATURES

~~Pursuant~~In toaccordance with 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 , thereunto duly authorized.

	Royal Energy Resources, Inc.
	ROYAL ENERGY RESOURCES, INC.
Dated: March 11, 2019	By:	/s/ Whitney C. Kegley
Date: May 9, 2019		/s/ Richard A. Boone
	Name:	Whitney C. Kegley
	By:	Richard A. Boone, Chief Executive Officer
	Title:	General Counsel

~~EXHIBIT INDEX~~3

10.1 Amended and Restated Secured Promissory Note dated as of March 5, 2019 by Royal Energy Resources, Inc. and Cedarview Opportunities Master Fund, L.P.

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