8-K

Ramaco Resources, Inc. (METC)

8-K 2025-06-27 For: 2025-06-26
View Original
Added on April 08, 2026

UNITED

STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (dateof earliest event reported): June 26, 2025



Ramaco

Resources, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-38003 38-4018838
(State<br> or other jurisdiction of<br><br> incorporation) (Commission<br> File Number) (I.R.S.<br> Employer Identification No.)

250West 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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨ Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨ Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuantto Section 12(b) of the Act:

Title of each<br> class Trading Symbol(s) Name of each<br> 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
9.00% Senior Notes due 2026 METCL Nasdaq Global Select Market
8.375% Senior Notes due 2029 METCZ 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 26, 2025, Ramaco Resources, Inc. (the “Company”) held its Annual Meeting of Shareholders (the "Annual Meeting"). As of April 29, 2025, the record date for the Annual Meeting (the “Record Date”), there was a total of 54,693,210 shares of Company common stock (consisting of 44,407,741 shares of Class A common stock and 10,285,469 shares of Class B common stock) issued and outstanding and entitled to vote on the three proposals presented at the Annual Meeting. Stockholders holding 47,367,155 shares of Company common stock, representing approximately 86.6% 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 30, 2025, the relevant portions of which are incorporated herein by reference. 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
--- --- --- --- --- --- ---
Randall W. Atkins 38,299,954 648,897 8,418,304
Richard M. Whiting 35,914,849 3,034,002 8,418,304
Evan H. Jenkins 38,294,364 654,487 8,418,304
Joseph Manchin, III 38,542,789 406,062 8,418,304
2) Shareholders were asked to vote to ratify the appointment of Grant Thornton<br>LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025. There were no broker<br>non-votes. The final vote totals are below.
--- ---
Votes For Votes Against Abstentions
--- --- --- --- ---
47,145,958 189,707 31,490
3) Shareholders were asked to vote to approve, on an advisory basis, the compensation paid by the Company<br>to its named executive officers. The final vote totals are below.
--- ---
Votes For Votes Against Abstentions Broker Non-Votes
--- --- --- --- --- --- ---
38,151,756 574,645 222,450 8,418,304

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.

RAMACO RESOURCES, INC.
Date: June 27, 2025 By: /s/ Randall W. Atkins
Randall W. Atkins
Chairman, Chief Executive Officer