STOCK TITAN

American Resources (AREC) reshapes board as Sauve exits, LaVerghetta joins

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
8-K

Rhea-AI Filing Summary

American Resources Corporation held its Annual Meeting of Stockholders on April 15, 2026, where stockholders elected five directors, including Mark C. Jensen and Mark J. LaVerghetta, to serve until the 2027 annual meeting. Stockholders also ratified GreenGrowth CPAs as independent registered public accounting firm for the year ending December 31, 2026.

The Board appointed Mark LaVerghetta, 52, as a director and member of the Nominating Committee under the standard non-employee director compensation program. On the same date, Thomas Sauve stepped down as a director after previously resigning as President; his departure was not due to any disagreement with the company.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Votes for Jensen 31,790,540 votes Election of director Mark C. Jensen, 98.14% for
Support for Jensen 98.14% for Percentage of votes for Mark C. Jensen as director
Votes for LaVerghetta 25,058,326 votes Election of director Mark J. LaVerghetta, 77.36% for
Votes for auditor 61,770,593 votes Ratification of GreenGrowth CPAs for fiscal year 2026
Votes against auditor 585,525 votes Opposition to ratification of GreenGrowth CPAs
Abstentions on auditor 721,513 votes Abstentions on ratification of GreenGrowth CPAs
Fiscal year end December 31, 2026 Audit engagement period for GreenGrowth CPAs
Age of LaVerghetta 52 years Age of newly appointed director Mark LaVerghetta
Annual Meeting of Stockholders financial
"held its Annual Meeting of Stockholders (the “Annual Meeting”)."
independent registered public accounting firm financial
"appointment of GreenGrowth CPAs as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
non-employee director compensation program financial
"will participate in the Company’s standard non-employee director compensation program"
Item 404(a) of Regulation S-K regulatory
"no transactions ... that would require disclosure under Item 404(a) of Regulation S-K."
Environmental, Health, and Safety Committee other
"served as a member of the Board’s Environmental, Health, and Safety Committee."

 

 

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): April 15, 2026

  

arec_8kimg2.jpg

 

AMERICAN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

 

Florida

 

000-55456

 

46-3914127

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

12115 Visionary Way, Suite 174, Fishers Indiana, 46038

 (Address of principal executive offices)

 

(317) 855-9926

(Registrant’s telephone number, including area code)

 

________________________________________________

(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 (See: General Instruction A.2. below):

 

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 (17CFR240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

On April 15, 2026, American Resources Corporation (“American Resources” or the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The matters voted upon at the Annual Meeting and the final voting results are set forth below.

 

Proposal 1 – Election of Directors

 

The stockholders elected each of the five director nominees to serve as directors until the Company’s 2027 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. The voting results for each nominee are set forth below:

 

Name

 

Votes For

 

 

% For

 

 

Votes Withheld

 

Mark C. Jensen

 

 

31,790,540

 

 

 

98.14

 

 

 

602,885

 

Mark J. LaVerghetta

 

 

25,058,326

 

 

 

77.36

 

 

 

7,335,098

 

Courtenay O. Taplin

 

 

25,115,601

 

 

 

80.62

 

 

 

6,277,824

 

D. Joshua Hawes

 

 

25,868,348

 

 

 

79.86

 

 

 

6,525,077

 

Dr. Gerardine G. Botte

 

 

26,488,480

 

 

 

81.77

 

 

 

5,904,943

 

 

Proposal 2 – Appointment of Independent Registered Public Accounting Firm

 

The stockholders ratified the appointment of GreenGrowth CPAs as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting results were as follows:

 

Votes For

 

 

Votes Against

 

 

Abstentions

 

 

61,770,593

 

 

 

585,525

 

 

 

721,513

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Effective April 15, 2026, the Board of Directors (the “Board”) of American Resources Corporation (the “Company”) appointed Mark LaVerghetta to serve as a member of the Board. Mr. LaVerghetta will serve as a director and as a member of the Board’s Nominating Committee.

 

Mr. LaVerghetta, 52, has extensive experience in corporate strategy, capital markets, and communications. He holds a Bachelor of Arts in Economics from the University of Virginia.

 

Mr. LaVerghetta will participate in the Company’s standard non-employee director compensation program, as described in the Company’s proxy statement filed with the Securities and Exchange Commission. There are no arrangements or understandings pursuant to which Mr. LaVerghetta was appointed as a director, and there are no transactions between the Company and Mr. LaVerghetta that would require disclosure under Item 404(a) of Regulation S-K.

 

Additionally, on April 15, 2026, Thomas Sauve stepped down as a director of the Board of the Company effective immediately.  He had previously tendered his resignation as President and officer of the Company on December 25, 2025, although he continues his employment at the Company in an non-officer position within business strategy and development, working on due diligence and evaluation of potential strategic acquisitions. Mr. Sauve previously served as a member of the Board’s Environmental, Health, and Safety Committee. Mr. Sauve’s decision to step down was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. 

 

 
2

 

 

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.

 

 

American Resources Corporation

 

 

 

 

 

Date: April 16, 2026

By

/s/ Mark C. Jensen

 

 

 

Mark C. Jensen

 

 

 

Chief Executive Officer

 

 

 
3

 

FAQ

What did American Resources (AREC) stockholders approve at the 2026 annual meeting?

Stockholders elected five directors to serve until the 2027 annual meeting and ratified GreenGrowth CPAs as independent registered public accounting firm for the year ending December 31, 2026. These actions confirm the board slate and the choice of external auditor for the upcoming fiscal year.

Who was elected to the American Resources (AREC) board and how strong was support?

Five nominees, including Mark C. Jensen and Mark J. LaVerghetta, were elected as directors. Jensen received 31,790,540 votes, or 98.14% of votes cast. Other nominees also received substantial majorities, indicating broad shareholder support for the company’s proposed board composition.

Which audit firm did American Resources (AREC) stockholders ratify for 2026?

Stockholders ratified GreenGrowth CPAs as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 61,770,593 votes for, 585,525 against, and 721,513 abstentions. This confirms who will audit the company’s financial statements for that fiscal year.

What board changes did American Resources (AREC) disclose regarding Mark LaVerghetta?

The board appointed Mark LaVerghetta as a director and member of the Nominating Committee effective April 15, 2026. He brings experience in corporate strategy, capital markets, and communications, and will participate in the standard non-employee director compensation program described in the company’s proxy statement.

Why did Thomas Sauve leave the American Resources (AREC) board?

Thomas Sauve stepped down as a director effective April 15, 2026, after previously resigning as President on December 25, 2025. The company states his decision was not due to any disagreement regarding operations, policies, or practices, and he continues in a non-officer strategy and development role.

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