[8-K] Ramaco Resources, Inc. Reports Material Event

Rhea-AI Filing Summary

Ramaco Resources, Inc. filed an 8‑K to provide a business update tied to capital markets activity. The company filed preliminary prospectus supplements for a proposed offering of convertible senior notes due 2031 and a proposed offering of shares of its Class A common stock by certain underwriters, acting on behalf of themselves and/or their affiliates, under its Form S‑3 (File No. 333-289251).

The updated business description is included as Exhibit 99.1 and incorporated by reference. The filing is dated November 4, 2025.

Insights

Capital markets analyst

Administrative step: proposed 2031 converts and underwritten stock sale.

Ramaco Resources signaled two proposed transactions via preliminary prospectus supplements: convertible senior notes due 2031 and an offering of Class A common stock by certain underwriters under the company’s S‑3. The 8‑K mainly furnishes an updated business description as Exhibit 99.1.

These steps outline permitted pathways to raise capital (notes) and facilitate share sales by underwriters on behalf of themselves and/or affiliates (equity). Specific sizes, pricing, and use of proceeds are not included in this excerpt.

The practical impact will depend on final terms and whether the offerings proceed after effectiveness and marketing. Subsequent filings would provide definitive amounts and pricing.

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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 4, 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 8.01. Other Events.

Business Update

In connection with the filing with the Securities and Exchange Commission (the “SEC”) of a preliminary prospectus supplement, dated November 4, 2025, relating to a proposed offering of convertible senior notes due 2031 by Ramaco Resources, Inc. (the “Company”) and a preliminary prospectus supplement, dated November 4, 2025, relating to a proposed offering of shares of the Company’s Class A common stock, par value $0.01 per share, by certain underwriters, acting on behalf of themselves and/or their affiliates, under the Company’s Registration Statement on Form S-3 (File No. 333-289251), filed with the SEC on August 5, 2025, the Company is providing updated information regarding the Company and its business. The updated business description is filed as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits 

Exhibit No.		Description
99.1		Business Description
104		Cover Page Interactive Data File (embedded within Inline XBRL document).

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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: November 4, 2025

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FAQ

What did METC announce in this 8‑K?

It provided a business update in connection with preliminary prospectus supplements for a proposed offering of convertible senior notes due 2031 and a proposed offering of Class A common stock by certain underwriters.

Which registration statement covers the proposed offerings for METC?

They are under the company’s Form S‑3, File No. 333-289251.

What exhibit accompanies METC’s business update?

Exhibit 99.1, an updated business description, which is incorporated by reference.

When were the preliminary prospectus supplements dated?

They were dated November 4, 2025.

What securities are listed for Ramaco Resources (METC)?

Class A common stock (METC), Class B common stock (METCB), 8.375% Senior Notes due 2029 (METCZ), and 8.250% Senior Notes due 2030 (METCI).

Who is selling the Class A stock in the proposed equity offering?

Certain underwriters, acting on behalf of themselves and/or their affiliates.