8-K - METC - Equibles

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

Dateof Report (Date of earliest event reported): February 13, 2026

RamacoResources, Inc.

(Exactname of Registrant as specified in its Charter)

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

250West Main Street, Suite 1900

Lexington,Kentucky 40507

(Address of principal executive offices)

Registrant’s

telephone number, including area code: (859) 244-7455

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<br> pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant<br> to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications<br> 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<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Class A common stock, $0.01<br> par value	METC	Nasdaq<br> Global Select Market
Class B common stock, $0.01<br> par value	METCB	Nasdaq<br> Global Select Market
8.375% Senior Notes due<br> 2029	METCZ	Nasdaq<br> Global Select Market
8.250% Senior Notes due<br> 2030	METCI	Nasdaq<br> 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. ☐

Item8.01. Other Events.

On February 13, 2026, Ramaco Resources, Inc. (the “Company”) was served with a summons in connection with a putative class action complaint filed on January 30, 2026, in the United States District Court for the Southern District of New York, Case No. 1:26-cv-00846, naming as plaintiff Lynn Henning, individually and on behalf of all others similarly situated, and naming as defendants the Company, Randall W. Atkins (the Company’s Chairman and Chief Executive Officer), and Jeremy R. Sussman (the Company’s Chief Financial Officer), alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder arising from allegedly materially false and/or misleading statements concerning the development and active mining status of the Company's Brook Mine rare earth and critical minerals project in Wyoming during the class period of July 31, 2025 through October 23, 2025. The plaintiff seeks determination of class action status under Rule 23 of the Federal Rules of Civil Procedure, an award of compensatory damages against all defendants jointly and severally for all damages sustained (including interest), reasonable costs and expenses including counsel fees and expert fees, and such other relief as the court deems just and proper.

The Company believes it has meritorious defenses to all claims in this matter and intends to defend the case vigorously.

Signatures

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.
By:	/s/<br> Randall W. Atkins
	Name: Randall W. Atkins
	Title: Chairman and Chief Executive Officer

Date: February 20, 2026