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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): November 14, 2025
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) |
|
(I.R.S. 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 2030 |
|
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
7.01. Regulation FD Disclosure.
On
November 14, 2025, Ramaco Resources, Inc. (the "Company") issued a press release (the “Press Release”) announcing
that its board of directors approved and declared a stock dividend of $0.1780 per share of Class B common stock payable in shares of
the Company’s Class B common stock on December 19, 2025 (the “Payment Date”), to shareholders of record as of the close
of Nasdaq on December 5, 2025 (the “Record Date”). The dividend will be paid in Class B common stock and the amount of shares
to be issued per share owned will be determined by dividing the dividend amount by the closing transaction price of the Class B common
stock at the close of the market on the Record Date.
No
fractional shares will be issued in connection with the stock dividend. In lieu of the issuance of fractional shares, the Company will
pay in cash on the Payment Date the fair value of the fractions of a share issuable, determined as of the close of Nasdaq on the Record
Date and based upon the closing transaction price per share of the Class B common stock reported by Nasdaq on that date. A copy of the
Press Release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
None
of the information furnished in this Item 7.01 or the accompanying Exhibit 99.1 will be deemed “filed” for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that section, and shall not be incorporated by reference into any registration statement or other document under the Securities Act
of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| |
|
|
| 99.1 |
|
Press Release issued by Ramaco Resources, Inc. dated November 14, 2025 |
| 104 |
|
Cover Page Interactive Data
File (formatted as Inline XBRL) |
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: November 14, 2025 |
By: |
/s/ Randall W. Atkins |
| |
|
Randall W. Atkins |
| |
|
Chairman, Chief Executive Officer |