Ramaco Resources (NASDAQ: METC) holders back all proposals

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Ramaco Resources, Inc. reported results of its annual meeting of shareholders held on June 10, 2026. Shareholders re-elected Bryan H. Lawrence, David E.K. Frischkorn, Jr. and Michael R. Graney to the board, with each director receiving strong majority support.

As of the April 20, 2026 record date, 65,677,144 common shares were entitled to vote, and 51,390,554 shares were present or represented by proxy, providing a quorum. All four proposals were approved, and the company’s Long Term Incentive Plan was amended as of June 10, 2026.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Shares entitled to vote: 65,677,144 shares Class A shares: 54,307,004 shares Class B shares: 11,370,140 shares +5 more

8 metrics

Shares entitled to vote 65,677,144 shares Common stock outstanding as of April 20, 2026 record date

Class A shares 54,307,004 shares Class A common stock outstanding as of April 20, 2026

Class B shares 11,370,140 shares Class B common stock outstanding as of April 20, 2026

Shares represented 51,390,554 shares Shares present or by proxy, about 78.24% of outstanding

Votes for Bryan H. Lawrence 34,240,156 votes Director election at 2026 annual meeting

Votes for David E.K. Frischkorn, Jr. 33,142,435 votes Director election at 2026 annual meeting

Votes for Michael R. Graney 38,844,304 votes Director election at 2026 annual meeting

Proposal votes for 51,176,895 votes Votes for one non-director proposal at the meeting

Key Terms

Annual Meeting of Shareholders, record date, Broker Non-Votes, Long Term Incentive Plan, +1 more

5 terms

Annual Meeting of Shareholders financial

"On June 10, 2026, Ramaco Resources, Inc. held its Annual Meeting of Shareholders"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

record date financial

"As of April 20, 2026, the record date for the Annual Meeting"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

Broker Non-Votes financial

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Long Term Incentive Plan financial

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

A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

Emerging growth company regulatory

"Emerging growth company Item 5.07 Submission of Matters"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

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Understanding 8-K Material Events →

06/10/2026 - 04:16 PM

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.

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

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

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

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)

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

Source: View Original Filing on SEC EDGAR

FAQ

What did Ramaco Resources (METC) shareholders vote on at the 2026 annual meeting?

Shareholders voted on four proposals at Ramaco Resources’ annual meeting. These included re-electing three directors to the board and approving additional matters, among them an amendment to the company’s Long Term Incentive Plan dated June 10, 2026.

Were all proposals approved at Ramaco Resources (METC) 2026 annual meeting?

All four proposals at Ramaco Resources’ annual meeting were approved. Each director nominee was elected, and every other matter submitted to shareholders received the requisite support, including the amendment to the company’s Long Term Incentive Plan effective June 10, 2026.

How many Ramaco Resources (METC) shares were eligible to vote at the meeting?

A total of 65,677,144 shares of Ramaco Resources common stock were issued, outstanding, and entitled to vote as of the April 20, 2026 record date. This included 54,307,004 Class A shares and 11,370,140 Class B shares.

What was shareholder turnout for Ramaco Resources (METC) 2026 annual meeting?

Shareholders holding 51,390,554 shares of Ramaco Resources common stock were present in person or represented by proxy. This represented approximately 78.24% of shares outstanding on the record date, providing a sufficient quorum to conduct business.

Which directors were re-elected at Ramaco Resources (METC) 2026 annual meeting?

Bryan H. Lawrence, David E.K. Frischkorn, Jr. and Michael R. Graney were re-elected as directors. Each received a strong majority of votes cast, with separate tallies reported for votes for, votes withheld and broker non-votes for their respective elections.

What compensation plan change did Ramaco Resources (METC) approve on June 10, 2026?

Ramaco Resources approved an amendment to its Long Term Incentive Plan as of June 10, 2026. The amended plan is referenced as Exhibit 10.1, titled “Ramaco Resources, Inc. Long Term Incentive Plan (as amended June 10, 2026).”

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

EX-10.1 RAMACO RESOURCES, INC. LONG TERM INCENTIVE PLAN (AS AMENDED JUNE 10, 2026) 149.4 KB