Ramaco Resources, Inc.

Current report (Form 8-K) · Jun 10, 2026 · Item 5.07 · Financial statements

Ticker

METC

Documents

Primary topic

Item 5.07

Filed

Jun 10, 2026

Overview Analysis Documents(8)Full text Exhibits(1)

Type

8-K

File

ea0294323-8k_ramaco.htm

Document text
8-K · ea0294323-8k_ramaco.htm iXBRL 0001687187 2026-06-10 2026-06-10 0001687187 METC:ClassCommonStockMember 2026-06-10 2026-06-10 0001687187 METC:ClassBCommonStockMember 2026-06-10 2026-06-10 0001687187 METC:Sec8.375SeniorNotesDue2029Member 2026-06-10 2026-06-10 0001687187 METC:Sec8.250SeniorNotesDue2029Member 2026-06-10 2026-06-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 10, 2026 Ramaco Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38003 38-4018838 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 250 West Main Street , Suite 1900 Lexington , Kentucky 40507 (Address of principal executive offices, including zip code) ( 859 ) 244-7455 (Registrant’s telephone number, including area code) 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-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 Class A Common Stock, $0.01 par value METC Nasdaq Global Select Market Class B Common Stock, $0.01 par value METCB Nasdaq Global Select Market 8.375% Senior Notes due 2029 METCZ Nasdaq Global Select Market 8.250% Senior Notes due 2029 METCI Nasdaq Global Select Market 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 5.07 Submission of Matters to a Vote of Security Holders On June 10, 2026, Ramaco Resources, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). As of April 20, 2026, the record date for the Annual Meeting (the “Record Date”), there was a total of 65,677,144 shares of Company common stock (consisting of 54,307,004 shares of Class A common stock and 11,370,140 shares of Class B common stock) issued and outstanding and entitled to vote on the four proposals presented at the Annual Meeting. Stockholders holding 51,390,554 shares of Company common stock, representing approximately 78.24% of the shares of common stock outstanding on Record Date, were present in person or represented by proxy, which constituted a quorum. The proposals are described in greater detail in the Definitive Proxy Statement of the Company filed with the Securities and Exchange Commission on April 27, 2026. Set forth below are the final voting results for each of the proposals submitted to a vote of the Company’s stockholders at the Annual Meeting. Each director nominee was elected and each other matter submitted to a vote of the Company’s stockholders at the Annual Meeting, as described below, was approved by the requisite vote of the Company’s stockholders. The final voting results for each of the proposals submitted to a vote of the stockholders of the Company at the Annual Meeting are set forth below. 1) Shareholders were asked to vote upon the election of directors. The final vote totals are below. Name Votes For Votes Withheld Broker Non-Votes Bryan H. Lawrence 34,240,156 4,831,190 12,319,208 David E.K. Frischkorn, Jr. 33,142,435 5,928,911 12,319,208 Michael R. Graney 38,844,304 227,042 12,319,208 2) Shareholders were asked to vote to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. There were no broker non-votes. The final vote totals are below. Votes For Votes Against Abstentions 51,176,895 123,273 90,386 3) Shareholders were asked to vote to approve an amendment to the Company’s Long-Term Incentive Program (the “LTIP”) to increase the number of shares of Class A common stock subject to the LTIP by an additional 4,000,000 shares. Votes For Votes Against Abstentions Broker Non-Votes 33,603,634 5,379,416 88,296 12,319,208 4) Shareholders were asked to vote to approve, on an advisory basis, the compensation paid by the Company to its named executive officers. The final vote totals are below. Votes For Votes Against Abstentions Broker Non-Votes 35,914,373 2,997,223 159,750 12,319,208 Item 9.01 Financial Statements and Exhibits. (d) Exhibits No. Description 10.1 Ramaco Resources, Inc. Long Term Incentive Plan (as amended June 10, 2026). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1 SIGNATURE 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. Date: June 10, 2026 RAMACO RESOURCES, INC. By: /s/ Randall W. Atkins Randall W. Atkins Chairman, Chief Executive Officer 2

Document text

8-K · ea0294323-8k_ramaco.htm iXBRL

0001687187

 2026-06-10
 2026-06-10

 0001687187

 METC:ClassCommonStockMember

 2026-06-10
 2026-06-10

 0001687187

 METC:ClassBCommonStockMember

 2026-06-10
 2026-06-10

 0001687187

 METC:Sec8.375SeniorNotesDue2029Member

 2026-06-10
 2026-06-10

 0001687187

 METC:Sec8.250SeniorNotesDue2029Member

 2026-06-10
 2026-06-10

 iso4217:USD

 xbrli:shares

 iso4217:USD

 xbrli:shares

  

  

 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549
  

  

  

 FORM
 8-K

  

 CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

  

 Date
of Report (date of earliest event reported): June 10, 2026

  

  

  

 Ramaco
Resources, Inc.

 (Exact name of registrant as specified in its charter)

  

 Delaware

  
 001-38003
  
 38-4018838

 (State or other jurisdiction

 of incorporation)
  
 (Commission File Number)
  
 (IRS Employer

 Identification No.)

  

 250
West Main Street , Suite 1900

 Lexington ,
 Kentucky 40507

 (Address of principal executive offices, including zip code)

  

  

  

 ( 859 )
 244-7455

 (Registrant’s
telephone number, including area code)

  

 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-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

 Class A Common
Stock, $0.01 par value

  
 METC

  
 Nasdaq Global Select Market

 Class B Common
Stock, $0.01 par value

  
 METCB

  
 Nasdaq Global Select Market

 8.375% Senior Notes due 2029

  
 METCZ

  
 Nasdaq Global Select Market

 8.250% Senior Notes due 2029
  
 METCI

  
 Nasdaq Global Select Market

  

 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
5.07 Submission of Matters to a Vote of Security Holders

  

 On
June 10, 2026, Ramaco Resources, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”).
As of April 20, 2026, the record date for the Annual Meeting (the “Record Date”), there was a total of 65,677,144 shares
of Company common stock (consisting of 54,307,004 shares of Class A common stock and 11,370,140 shares of Class B common stock) issued
and outstanding and entitled to vote on the four proposals presented at the Annual Meeting. Stockholders holding 51,390,554 shares of
Company common stock, representing approximately 78.24% of the shares of common stock outstanding on Record Date, were present in person
or represented by proxy, which constituted a quorum. The proposals are described in greater detail in the Definitive Proxy Statement
of the Company filed with the Securities and Exchange Commission on April 27, 2026. Set forth below are the final voting results for each of the proposals submitted to a vote of the Company’s stockholders
at the Annual Meeting.

  

 Each
director nominee was elected and each other matter submitted to a vote of the Company’s stockholders at the Annual Meeting, as
described below, was approved by the requisite vote of the Company’s stockholders. The final voting results for each of the proposals
submitted to a vote of the stockholders of the Company at the Annual Meeting are set forth below.

  

 1) Shareholders
 were asked to vote upon the election of directors. The final vote totals are below.

  

 Name

  
 Votes
 For
  
 Votes
 Withheld
  
 Broker
 Non-Votes

 Bryan
 H. Lawrence
  
 34,240,156
  
 4,831,190
  
 12,319,208

 David
 E.K. Frischkorn, Jr.
  
 33,142,435
  
 5,928,911
  
 12,319,208

 Michael
 R. Graney
  
 38,844,304
  
 227,042
  
 12,319,208

  

 2) Shareholders
 were asked to vote to ratify the appointment of Grant Thornton LLP as the Company’s
 independent registered public accounting firm for the year ending December 31, 2026. There
 were no broker non-votes. The final vote totals are below.

  

 Votes
 For
  
 Votes
 Against
  
 Abstentions

 51,176,895
  
 123,273
  
 90,386

  

 3) Shareholders
 were asked to vote to approve an amendment to the Company’s Long-Term Incentive Program
 (the “LTIP”) to increase the number of shares of Class A common stock subject
 to the LTIP by an additional 4,000,000 shares.

  

 Votes For
  
 Votes Against
  
 Abstentions
  
 Broker Non-Votes

 33,603,634
  
 5,379,416
  
 88,296
  
 12,319,208

  

 4) Shareholders
were asked to vote to approve, on an advisory basis, the compensation paid by the Company to its named executive officers. The final
vote totals are below.

  

 Votes For
  
 Votes Against
  
 Abstentions
  
 Broker Non-Votes

 35,914,373
  
 2,997,223
  
 159,750
  
 12,319,208

  

 Item
9.01 Financial Statements and Exhibits.

  

 (d)
Exhibits

  

 No.
  
 Description

 10.1
  
 Ramaco Resources, Inc. Long Term Incentive Plan (as amended June 10, 2026).

 104
  
 Cover
 Page Interactive Data File (embedded within the Inline XBRL document)

  

 1

  

  

 SIGNATURE

  

 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.

  

 Date: June 10, 2026
 RAMACO RESOURCES, INC.

  
  
  

  
 By: 
 /s/ Randall W. Atkins

  
  
 Randall W. Atkins

  
  
 Chairman, Chief Executive Officer

  

  

 2

Open on SEC

All SEC filings Company profile Signals