Ramaco Resources (METC) CEO exercises stock options, withholds shares for tax

Rhea-AI Filing Summary

Ramaco Resources, Inc. chief executive officer Randall Whittaker Atkins reported multiple equity transactions involving stock options and common shares. He exercised employee stock options for 448,712 shares of Class A common stock and 89,742 shares of Class B common stock, with the derivative exercise recorded at a $0.00 option price.

To cover tax obligations tied to these exercises, he surrendered 271,525 shares of Class A common stock at $14.93 per share and 35,313 shares of Class B common stock at $12.81 per share, characterized as tax-withholding dispositions rather than open-market sales. After these direct transactions, he directly owned 983,897 Class A shares and 235,042 Class B shares.

Indirect holdings include 2,178,702 Class A shares and 544,188 Class B shares held through the Randall Whittaker Atkins Revocable Trust, where he is trustee. Additional indirect holdings of 5,000 Class A shares and 1,246 Class B shares are held by his daughter, for which he disclaims beneficial ownership.

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^*

Atkins Randall Whittaker

(Last) (First) (Middle)

250 W. MAIN STREET, SUITE 1900

C/O: RAMACO RESOURCES, INC.

(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)
02/26/2026

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	02/26/2026		M		448,712	A	$5.34	1,255,422	D
Class A common stock	02/26/2026		F(1)		271,525	D	$14.93	983,897	D
Class B common stock	02/26/2026		M(2)		89,742(2)	A	$0(2)	270,355	D
Class B common stock	02/26/2026		F(3)		35,313	D	$12.81	235,042	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	I	Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD
Class A common stock								5,000	I	By Daughter(4)
Class B common stock								1,246	I	By Daughter(4)

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
Employee Stock Option (right to buy)	$5.34	02/26/2026		M			448,712(5)	02/08/2017	08/31/2026	Class A common stock(5)	448,712(5)	$0	0	D

Explanation of Responses:

1. Shares surrendered upon exercise of employee stock options to satisfy tax obligations. The number of shares withheld was based on the closing price of the Issuer's Class A common stock on February 26, 2026.

2. On June 21, 2023, Ramaco Resources, Inc. (the "Company") issued and distributed via dividend to holders of existing common stock (the "Distribution") 0.2 shares of Class B common stock, $0.01 par value (the "Class B common stock"), per share of existing common stock held by each holder as of the Record Date for the Distribution. The Reporting Person held an option for 448,712 shares of common stock on the record date for the Distribution and thus, in accordance with the Company's Long-Term Incentive Plan, such option became exercisable for 448,712 shares of Class A common stock and 89,742 shares of Class B common stock.

3. Shares surrendered upon exercise of employee stock options to satisfy tax obligations. The number of shares surrendered was based on the closing price of the Issuer's Class B common stock on February 26, 2026.

4. 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.

5. This option was previously reported as an option for 448,712 shares of common stock. As a result of the Distribution, the option entitled the Reporting Person to receive, upon exercise, 448,712 shares of Class A common stock and 89,742 shares of Class B common stock.

Remarks:

	/s/ Jonathan T Adkins, Attorney in Fact	03/02/2026
	** 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).
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FAQ

What insider transactions did Ramaco Resources (METC) CEO report on this Form 4?

The CEO exercised employee stock options into 448,712 Class A and 89,742 Class B shares, then surrendered 271,525 Class A and 35,313 Class B shares to cover tax obligations. These are reported as derivative exercises and tax-withholding dispositions, not open-market trades.

How many Ramaco Resources (METC) shares does the CEO own directly after these transactions?

Following the reported transactions, the CEO directly holds 983,897 shares of Class A common stock and 235,042 shares of Class B common stock. These figures reflect the option exercises and the shares surrendered to satisfy related tax obligations on the same transaction date.

What indirect holdings in Ramaco Resources (METC) does the CEO report?

Indirectly, the CEO reports 2,178,702 Class A shares and 544,188 Class B shares held through the Randall Whittaker Atkins Revocable Trust, where he is trustee. These positions are in addition to his direct holdings disclosed in the same Form 4 filing.

How are the daughter’s Ramaco Resources (METC) shares treated in this Form 4?

The Form 4 lists 5,000 Class A and 1,246 Class B shares held by the CEO’s daughter as indirect holdings. A footnote states he disclaims beneficial ownership of these shares and that the report should not be deemed an admission of beneficial ownership for any purpose.

Were the CEO’s Ramaco Resources (METC) share dispositions open-market sales?

The dispositions are reported under transaction code F as shares surrendered to pay exercise price or tax liabilities. Footnotes explain they were withheld based on the closing prices of the Class A and Class B stock, indicating tax-withholding events rather than open-market sales.

What prices were used for the Ramaco Resources (METC) tax-withholding share surrenders?

The CEO surrendered Class A shares at $14.93 per share and Class B shares at $12.81 per share to satisfy tax obligations. Footnotes specify these prices were based on the closing prices of the respective classes on February 26, 2026.