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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): August 22, 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) |
(I.R.S.
Employer Identification No.) |
250
West Main Street, Suite 1900
Lexington,
Kentucky 40507
(Address of principal executive offices, including zip code)
(859)
244-7455
(Registrant's
telephone number, including area code)
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 August 22, 2025, Ramaco Resources, Inc. (the
"Company") issued a press release (the “Press Release”) announcing that its board of directors approved and declared
a stock dividend of $0.1918 per share of Class B common stock payable in shares of the Company’s Class B common stock on September
19, 2025 (the “Payment Date”), to shareholders of record as of the close of Nasdaq on September 5, 2025 (the “Record
Date”). The dividend will be paid in Class B common stock and the amount of shares to be issued per share owned will be determined
by dividing the dividend amount by the closing transaction price of the Class B common stock at the close of the market on the Record
Date.
No fractional shares will be issued in connection
with the stock dividend. In lieu of the issuance of fractional shares, the Company will pay in cash on the Payment Date the fair value
of the fractions of a share issuable, determined as of the close of Nasdaq on the Record Date and based upon the closing transaction price
per share of the Class B common stock reported by Nasdaq on that date.
None of the information furnished in this Item
7.01 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 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
Exhibit
No. |
|
Description |
| |
|
|
| 99.1 |
|
Press Release issued by Ramaco Resources, Inc. dated August 22, 2025 |
| 104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURE
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. |
| |
|
| Date: August 22, 2025 |
By: |
/s/ Randall W. Atkins |
| |
|
Randall W. Atkins |
| |
|
Chairman, Chief Executive Officer |
