Ramaco Resources (NASDAQ: METC) EVP vests stock awards and withholds shares

Rhea-AI Filing Summary

Ramaco Resources EVP for Production John Cecil Marcum reported multiple equity award vestings and related tax withholdings. On January 30, 2026, performance stock units granted in 2023 vested after the compensation committee certified pre-set performance targets at 200%, triggering additional vesting of 54,870 Class A and 10,974 Class B performance units.

Several tranches of restricted stock units granted in 2023, 2024, and 2025 also vested, while some future annual installments remain. To cover taxes, Marcum surrendered Class A shares at $19.97 and Class B shares at $12.43. After these transactions, he directly owned 226,644 Class A and 50,960 Class B shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Marcum John Cecil

(Last) (First) (Middle)

PO BOX 146

(Street)

SIDNEY KY 41564

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ramaco Resources, Inc. [ METC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP for Production

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	01/30/2026		M(1)(8)		109,740	A	$0	248,891	D
Class A common stock	01/30/2026		F(2)		47,020	D	$19.97	201,871	D
Class A common stock	01/30/2026		M(3)(4)(5)		43,346	A	$0	245,217	D
Class A common stock	01/30/2026		F(2)		18,573	D	$19.97	226,644	D
Class B common stock	01/30/2026		M(1)(10)		21,948	A	$0	55,721(6)	D
Class B common stock	01/30/2026		F(15)		9,404	D	$12.43	46,317	D
Class B common stock	01/30/2026		M(3)		3,658	A	$0	49,975	D
Class B common stock	01/30/2026		F(15)		1,567	D	$12.43	48,408	D
Class B common stock	01/30/2026		M(13)		4,465	A	$0	52,873	D
Class B common stock	01/30/2026		F(15)		1,913	D	$12.43	50,960	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	(7)	01/30/2026		M(1)			54,870	(1)	(1)	Class A common stock	54,870	$0	0	D
Performance Stock Units	(7)	01/30/2026		A(1)		54,870(8)		(1)	(1)	Class A common stock	54,870	$0	54,870(8)	D
Performance Stock Units	(7)	01/30/2026		M(1)			54,870(8)	(1)	(1)	Class A common stock	54,870	$0	0	D
Performance Stock Units	(9)	01/30/2026		M(1)			10,974	(1)	(1)	Class B common stock	10,974	$0	0	D
Performance Stock Units	(9)	01/30/2026		A(1)		10,974(10)		(1)	(1)	Class B common stock	10,974	$0	10,974	D
Performance Stock Units	(9)	01/30/2026		M(1)			10,974(10)	(1)	(1)	Class B common stock	10,974	$0	0	D
Restricted Stock Units	(11)	01/30/2026		M(3)			18,290	(3)	(3)	Class A common stock	18,290	$0	0	D
Restricted Stock Units	(11)	01/30/2026		M(4)			9,216	(4)	(4)	Class A common stock	9,216	$0	9,216	D
Restricted Stock Units	(11)	01/30/2026		M(5)			15,840	(5)	(5)	Class A common stock	15,840	$0	31,678	D
Restricted Stock Units	(12)	01/30/2026		M(3)			3,658	(3)	(3)	Class B common stock	3,658	$0	0	D
Dividend Equivalent Units	(13)	01/30/2026		M			4,465	(14)	(14)	Class B common stock	4,465	$0	0	D

Explanation of Responses:

1. The performance stock units granted on February 20, 2023 under the Ramaco Resources, Inc.'s (the "Company") Long Term Incentive Plan vested on January 30, 2026 upon certification of performance by the Company's Compensation Committee of the Board of Directors (the "Committee"). The Committee certified the achievement of pre-established performance targets at 200% for the performance period beginning on January 1, 2023 and ending on December 31, 2025. As a result of the Committee Certification, the vesting of additional performance stock units for 54,870 shares of Class A and 10,974 shares of Class B stock was approved.

2. Shares surrendered upon vesting to satisfy tax obligations. The number of shares surrendered was based on the closing price of the Issuer's Class A common stock on January 29, 2026.

3. The third and final installment of restricted stock units granted on February 20, 2023 under the Company's Long Term Incentive Plan vested on January 30, 2026.

4. The second installment of restricted stock granted on February 29, 2024 under the Company's Long Term Incentive Plan vested on January 30, 2026. One annual installment remains from this grant.

5. The first installment of restricted stock units granted on February 24, 2025 under the Company's Long Term Incentive Plan vested on January 30, 2026. Two annual installments remain from this grant.

6. As a result of the four common stock dividends paid in Class B common stock 1) declared on December 5, 2024 and paid on March 14, 2025, 2) declared on March 17, 2025 and paid on June 13, 2025, 3) declared on August 22, 2025 and paid on September 19, 2025, and 4) declared on November 14, 2025 and paid on December 5, 2025 the reporting person received a total of 4,318 shares of Class B common Stock, which are included in the reported amount.

7. Each performance stock unit represents a contingent right to receive one share of Class A common stock.

8. Amount includes 54,870 Performance Stock Units for Class A common stock that vested because more than 100% of the pre-established performance targets were achieved during the performance period. See Footnote 1.

9. Each performance stock unit represents a contingent right to receive one share of Class B common stock.

10. Amount includes 10,974 Performance Stock Units for Class B common stock that vested because more than 100% of the pre-established performance targets were achieved during the performance period. Please see Footnote 1.

11. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.

12. Each restricted stock unit represents a contingent right to receive one share of Class B common stock.

13. Dividend equivalent units underlying the three tranches of restricted stock units and the tranche of performance stock units listed above with respect to Class A common stock and with respect to Class B common stock. See footnotes 1, 3, 4 and 5 for further detail.

14. See Footnote 6 for further detail regarding the stock dividends.

15. Shares surrendered upon vesting to satisfy tax obligations. The number of shares surrendered was based on the closing price of the Issuer's Class B common stock on January 29, 2026.

Remarks:

	/s/ Jonathan T Adkins, Attorney in Fact	02/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did Ramaco Resources METC EVP John Cecil Marcum report?

John Cecil Marcum reported vesting of performance and restricted stock units and related tax withholdings. Awards converted into Class A and Class B common stock on January 30, 2026, reflecting previously granted long‑term incentives rather than open‑market share purchases or sales.

How many Ramaco Resources METC performance stock units vested for the EVP?

Performance stock units tied to 2023 grants vested into 54,870 shares of Class A and 10,974 shares of Class B. Vesting followed the compensation committee’s certification that pre‑established performance targets for 2023–2025 were achieved at 200% of the original goals.

Why were Ramaco Resources METC shares surrendered in this Form 4 filing?

Shares were surrendered to satisfy tax obligations arising from the vesting of equity awards. The number surrendered was based on the January 29, 2026 closing prices of Ramaco’s Class A and Class B common stock, rather than being discretionary open‑market sales by the executive.

What Ramaco Resources METC restricted stock units vested for the EVP?

The third and final installment from February 20, 2023 grants, the second installment from February 29, 2024 grants, and the first installment from February 24, 2025 grants vested. One annual installment remains from the 2024 grant and two remain from the 2025 grant.

How many Ramaco Resources METC shares does the EVP own after these transactions?

After the reported vesting and tax withholding transactions on January 30, 2026, John Cecil Marcum directly owned 226,644 shares of Class A common stock and 50,960 shares of Class B common stock, as reflected in the beneficial ownership totals in the Form 4 tables.

How did Ramaco Resources METC dividends affect the EVP’s Class B holdings?

Four dividends paid in Class B common stock during 2025 increased Marcum’s holdings by 4,318 Class B shares. These dividend shares are included in the reported Class B ownership figures and result from stock dividends rather than separate purchase or sale transactions.