[8-K] Warrior Met Coal, Inc. Reports Material Event

Rhea-AI Filing Summary

Amkor Technology Inc. (AMKR) – SEC Form 4 filing (07/30/2025): The 2023 Grantor Retained Annuity Trust of founder James J. Kim (10% owner group) gift-distributed 2,711,000 AMKR common shares to James J. Kim. The transfer is coded “G” (bona-fide gift) with no consideration ($0). Post-distribution, the trust’s direct holdings fall to 876,004 shares. Susan Y. Kim serves as sole trustee; filing states it should not be deemed an admission of beneficial ownership of other group members’ shares.

The transaction represents roughly 1% of Amkor’s ~250 M diluted share count and does not involve an open-market sale, so immediate trading-pressure is limited. However, the shift places a sizable block directly under James J. Kim’s control, potentially increasing future liquidity if he opts to sell. Overall, the filing reflects estate/ownership restructuring rather than a valuation-driven move and carries minimal near-term impact on Amkor’s operations or capital structure.

Positive

• No open-market sale; the 2.7 M shares were transferred as a gift, limiting immediate selling pressure.
• Insider alignment remains intact; shares stay within the Kim family, signalling continued commitment.

Negative

• Potential future liquidity event; James J. Kim now controls an additional 2.7 M shares that could be sold later.
• Trust’s stake reduced; structured oversight of a GRAT is replaced by individual ownership, modestly lowering governance safeguards.

Insights

Corporate Governance Analyst

TL;DR: Internal gift of 2.7 M shares; no cash sale, low near-term market impact, but enlarges James J. Kim’s personal float.

The use of a Rule 16 “G” code confirms this is a gratuitous transfer from the GRAT to the founder, consistent with estate-planning techniques common among long-tenured insiders. Because no shares hit the open market, price pressure should be negligible. The trust’s stake drops to 0.35% while James J. Kim’s direct ownership rises equivalently, preserving overall insider alignment. Nonetheless, moving shares out of a GRAT removes certain lock-up discipline and could expand potential sellable float once holding-period requirements lapse. Investors should watch Form 144 or future Form 4 sales for actual monetisation but treat today’s filing as neutral.

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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): July 28, 2025

WARRIOR MET COAL, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware						001-38061			81-0706839
(State or other jurisdiction of incorporation or organization)						(Commission File Number)			(I.R.S. Employer Identification No.)
16243 Highway 216
Brookwood			Alabama						35444
(Address of Principal Executive Offices)									(Zip Code)

Registrant's telephone number, including area code: (205) 554-6150

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-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $.01 per share			HCC			New York Stock Exchange
Rights to Purchase Series A Junior Participating Preferred Stock, par value $0.01 per share			--			New York Stock Exchange

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. o

Item 1.04 Mine Safety - Reporting of Shutdowns and Patterns of Violations.

Section 1503 of the Dodd-Frank Wall Street and Consumer Protection Act (the "Act") requires a Current Report on Form 8-K if a company is issued an imminent danger order under Section 107(a) of the Federal Mine Safety and Health Act of 1977 (the "Mine Act") by the federal Mine Safety and Health Administration ("MSHA").

On July 30, 2025, Warrior Met Coal BC, LLC, a subsidiary of Warrior Met Coal, Inc. (the "Company") received an imminent danger order under Section 107(a) of the Mine Act at the Blue Creek mine. The order stated that one miner was allegedly observed working from a ladder without appropriate fall protection. Blue Creek management immediately took corrective action including providing re-training to its employees on proper safety measures. No injuries resulted from the condition and operations at the mine were not interrupted. The Company reserves its right to contest the 107(a) order.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On July 28, 2025, the Board of Directors (the “Board”) of the Company approved and adopted an amendment to the Second Amended and Restated Bylaws of the Company (as amended, the “Bylaws”), effective on such date. The amendment to the Bylaws clarified the time period during which a stockholder’s notice of business to be presented at an annual meeting or a Proxy Access Notice (as defined therein) must be received by the Company if the annual meeting is called for a date that is more than 30 days earlier or more than 60 days later than the anniversary of the preceding year’s annual meeting.

The foregoing description of the Bylaws is qualified in its entirety by reference to the full text of such document, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01                                           Financial Statements and Exhibits.

(d)                                 Exhibits.

Exhibit No.						Exhibit Description
3.1						Second Amended and Restated Bylaws of Warrior Met Coal, Inc. (as amended July 28, 2025)
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

			Warrior Met Coal, Inc.
Date: August 1, 2025			By:						/s/ Dale W. Boyles
									Dale W. Boyles
									Chief Financial Officer

FAQ

How many AMKR shares were transferred in the July 30 2025 Form 4?

The trust gifted 2,711,000 common shares to James J. Kim.

Was there any cash consideration for the AMKR share transfer?

No. The transaction is coded “G” (gift) with $0 price.

What is the trust’s remaining AMKR shareholding after the distribution?

The GRAT now holds 876,004 shares directly.

Does the transaction affect Amkor Technology’s outstanding share count?

No. It is an internal transfer among insiders; total shares outstanding are unchanged.

Could the transfer lead to future insider sales of AMKR stock?

Possibly. James J. Kim directly controls the additional shares and could file Form 144 or future Form 4 sales.