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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): September 18, 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) |
|
(IRS
Employer Identification No.) |
250 West 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 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
September 18, 2025, Ramaco Resources, Inc. (the "Company") issued a letter to stockholders from its Chairman and Chief Executive
Officer, Randall W. Atkins, regarding the latest developments in the expansion and acceleration of its Brook Mine rare earth and critical
minerals project. The letter detailed recent milestones including the groundbreaking of the Brook Mine, significant capital raising efforts,
plans to increase production capacity, ongoing engagement with federal agencies, updated geological and technical studies, and planned
enhancements to the Company’s revolving credit facility. A copy of that letter to stockholders is furnished as Exhibit 99.1 to
this Current Report on Form 8-K, and is incorporated herein by reference.
On
September 18, 2025, the Company issued a press release (the “Press Release”), announcing that it has released and posted
the following to its website at www.ramacoresources.com:
| ● | The
updated Technical Report Summary, prepared by Weir International, relating to the Company’s
Rare Earth Element (REE) exploration target for the Brook Mine property located near Sheridan,
Wyoming (the “Weir TRS”); and |
A
copy of the Press Release is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. A copy
of the Weir TRS is attached as Exhibit 96.1 to this Current Report on Form 8-K.
On
September 18, 2025, the Company issued a second press release (the “Second Press Release”) announcing that the Company had
hired Joseph M. Stopper as Senior Vice President of Planning and Analysis. A copy of the Second Press Release is attached as Exhibit
99.3 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, 99.2, or 99.3 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
8.01 Other Events.
The
Company is filing the Weir TRS relating to the Company’s Rare Earth Element (REE) exploration target for the Brook Mine property
located near Sheridan, Wyoming.
A
copy of the Weir TRS and related consent are attached hereto as Exhibits 96.1 and 23.1, respectively, and are incorporated herein by
reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
Exhibit
No. |
|
Description |
| 23.1 |
|
Consent of Weir International, Inc. |
| 96.1 |
|
Technical
Report Summary relating to exploration target estimates
at the Brook Mine Property, dated September 2025, with an effective date of September 17, 2025 |
| 99.1 |
|
Letter to Stockholders released by Ramaco Resources, Inc. dated September 18, 2025 |
| 99.2 |
|
Press Release issued by Ramaco Resources, Inc. dated September 18, 2025 |
| 99.3 |
|
Press Release issued by Ramaco Resources, Inc. dated September 18, 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.
| |
Ramaco
Resources, Inc. |
| |
|
| |
By: |
/s/
Randall W. Atkins |
| |
|
Name: |
Randall W. Atkins |
| |
|
Title: |
Chairman and Chief Executive Officer |
Date:
September 18, 2025
2
