Ramaco Resources (METC) CEO logs stock unit vesting and tax share surrenders

Rhea-AI Filing Summary

Ramaco Resources, Inc. reported equity award activity for CEO and director Randall Whittaker Atkins. On January 30, 2026, performance stock units granted on February 20, 2023 under the long‑term incentive plan vested after the compensation committee certified pre‑established performance targets at 200% for the 2023–2025 performance period. This approval triggered vesting of additional performance stock units covering 144,704 shares of Class A and 28,941 shares of Class B common stock, each unit representing the right to receive one share.

On the same date, multiple tranches of restricted stock units in both Class A and Class B common stock also vested, and dividend equivalent units were settled. To satisfy tax obligations upon vesting, the CEO had Class A shares surrendered at $19.97 per share and Class B shares surrendered at $12.43 per share. Following these transactions, he directly held 806,710 Class A and 180,613 Class B shares, and indirectly held additional Class A and Class B shares as trustee of a revocable trust and through shares reported as held by his daughter, for which beneficial ownership is disclaimed.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Atkins Randall Whittaker

(Last) (First) (Middle)

250 WEST MAIN STREET

SUITE 1900

(Street)

LEXINGTON KY 40507

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

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)		289,408	A	$0	828,301	D
Class A common stock	01/30/2026		F(2)		113,882	D	$19.97	714,419	D
Class A common stock	01/30/2026		M(3)(4)(5)		152,169	A	$0	866,588	D
Class A common stock	01/30/2026		F(2)		59,878	D	$19.97	806,710	D
Class B common stock	01/30/2026		M(1)(10)		57,882	A	$0	189,827(6)	D
Class B common stock	01/30/2026		F(15)		22,777	D	$12.43	167,050	D
Class B common stock	01/30/2026		M(3)		9,647	A	$0	176,697	D
Class B common stock	01/30/2026		F(15)		3,796	D	$12.43	172,901	D
Class B common stock	01/30/2026		M(13)		12,715	A	$0	185,616	D
Class B common stock	01/30/2026		F(15)		5,003	D	$12.43	180,613	D
Class A common stock								2,178,702	I	Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD
Class B common stock								544,188(16)	I	Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD
Class A common stock								5,000(18)	I	By Daughter
Class B common stock								1,246(17)(18)	I	By Daughter

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)			144,704	(1)	(1)	Class A common stock	144,704	$0	0	D
Performance Stock Units	(7)	01/30/2026		A(1)		144,704(8)		(1)	(1)	Class A common stock	144,704	$0	144,704	D
Performance Stock Units	(7)	01/30/2026		M(1)			144,704(8)	(1)	(1)	Class A common stock	144,704	$0	0	D
Performance Stock Units	(9)	01/30/2026		M(1)			28,941	(1)	(1)	Class B common stock	28,941	$0	0	D
Performance Stock Units	(9)	01/30/2026		A(1)		28,941(10)		(1)	(1)	Class B common stock	28,941	$0	28,941	D
Performance Stock Units	(9)	01/30/2026		M(1)			28,941(10)	(1)	(1)	Class B common stock	28,941	$0	0	D
Restricted Stock Units	(11)	01/30/2026		M(3)			48,234	(3)	(3)	Class A common stock	48,234	$0	0	D
Restricted Stock Units	(11)	01/30/2026		M(4)			30,897	(4)	(4)	Class A common stock	30,897	$0	30,897	D
Restricted Stock Units	(11)	01/30/2026		M(5)			73,038	(5)	(5)	Class A common stock	73,038	$0	146,075	D
Restricted Stock Units	(12)	01/30/2026		M(3)			9,647	(3)	(3)	Class B common stock	9,647	$0	0	D
Dividend Equivalent Units	(13)	01/30/2026		M			12,715	(14)	(14)	Class B common stock	12,715	$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 144,704 shares of Class A and 28,941 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 16,755 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 144,704 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 28,941 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.

16. 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 68,029 shares of Class B common Stock, which are included in the reported amount.

17. 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 154 shares of Class B common Stock, which are included in the reported amount.

18. This holding is held by the reporting person's daughter, who shares reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed an admission that the reporting person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.

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.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did Ramaco Resources (METC) report for its CEO?

Ramaco Resources reported that CEO Randall Whittaker Atkins had performance stock units, restricted stock units, and dividend equivalent units vest on January 30, 2026. Some resulting Class A and Class B shares were surrendered to cover tax obligations, and his direct and indirect share holdings were updated in detail.

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

Performance stock units for 144,704 Class A shares and 28,941 Class B shares vested for the CEO. These units were granted under the long term incentive plan and vested after the compensation committee certified 200% achievement of pre‑established performance targets for the January 2023 to December 2025 performance period.

Why were some Ramaco Resources METC shares surrendered on January 30, 2026?

Certain Class A and Class B shares were surrendered upon vesting to satisfy tax obligations. The number of Class A shares surrendered was based on the January 29, 2026 closing price of $19.97, and Class B share surrenders used the same date’s $12.43 closing price for the issuer’s Class B common stock.

What are the CEO’s updated direct Ramaco Resources share holdings after these transactions?

After the reported transactions, the CEO directly held 806,710 shares of Class A common stock and 180,613 shares of Class B common stock. These figures reflect shares issued upon vesting of performance and restricted stock units, net of shares surrendered to satisfy related tax withholding obligations.

What indirect Ramaco Resources (METC) holdings are reported for the CEO?

Indirectly, the CEO is listed as trustee for a revocable trust holding 2,178,702 Class A shares and 544,188 Class B shares. Additional holdings of 5,000 Class A and 1,246 Class B shares are reported as held by his daughter, with the CEO expressly disclaiming beneficial ownership of those daughter-held shares.

How were Ramaco Resources dividends reflected in the CEO’s Class B share amounts?

Footnotes explain that four common stock dividends paid in Class B stock during 2025 resulted in additional Class B shares. These dividends generated 16,755, 68,029, and 154 Class B shares reported in various holdings, all included in the respective Class B share amounts disclosed in the Form 4.