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    Alpha Metallurgical Resources Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    5/9/25 7:32:25 AM ET
    $AMR
    Coal Mining
    Energy
    Get the next $AMR alert in real time by email
    amr-20250507
    false000170471500017047152025-05-072025-05-07

    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): May 7, 2025

     ALPHA METALLURGICAL RESOURCES, INC.
    (Exact name of registrant as specified in its charter)
     
    Delaware
    (State or other jurisdiction of incorporation) 
    001-38735
    81-3015061
    (Commission File Number)
    (I.R.S. Employer Identification No.)
     
    340 Martin Luther King Jr. Blvd.
    Bristol, Tennessee 37620
    (Address of principal executive offices, zip code)
     
    (423) 573-0300
    (Registrant’s telephone number, including area code)
     
    Not Applicable
    (Former name or former address, if changed since last report)

    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 classTrading Symbol(s)Name of each exchange on which registered
    Common StockAMRNew York Stock Exchange
    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. ¨ 



    TABLE OF CONTENTS
    Item 2.02 Results of Operations and Financial Condition
    Item 5.07 Submission of Matters to a Vote of Security Holders
    Item 9.01 Financial Statements and Exhibits
    Signatures
    Exhibit Index




    Item 2.02 Results of Operations and Financial Condition. 

    On May 9, 2025, Alpha Metallurgical Resources, Inc. (the “Company”) issued a press release announcing earnings and other financial results for its fiscal quarter ended March 31, 2025. The press release is attached hereto as Exhibit 99.1.

    Item 5.07 Submission of Matters to a Vote of Security Holders.

    On May 7, 2025, Alpha Metallurgical Resources, Inc. (“the Company”) held its annual meeting of stockholders (the “Annual Meeting”) via interactive webcast. As of the record date for the Annual Meeting, March 10, 2025, there were 13,052,684 shares of common stock outstanding and eligible to vote. 11,590,407 of these shares, or 88.79%, were represented in person or by proxy at the Annual Meeting. The final results of the matters voted on at the Annual Meeting are provided below.

    Proposal 1: The election of six (6) directors nominated by our board of directors for a term of one year.

    NomineeForWithheldBroker Non-Votes
    Joanna Baker de Neufville9,375,936301,9321,912,539
    Kenneth S. Courtis9,426,159251,7091,912,539
    C. Andrew Eidson9,551,647126,2211,912,539
    Michael Gorzynski9,355,275322,5931,912,539
    Shelly Lombard9,413,472264,3961,912,539
    Daniel D. Smith9,389,909287,9591,912,539

                
    Proposal 2: Advisory approval of the Company’s executive compensation.

    For:9,160,399 
    Against:503,410 
    Abstain:14,059 
    Broker Non-Votes:1,912,539 


    Proposal 3: Advisory vote on the frequency of future advisory votes on the Company’s executive compensation.

    Every Year:8,658,728 
    Every Two Years:2,251 
    Every Three Years:1,001,605 
    Abstain:15,284 
    Broker Non-Votes:1,912,539 


    Proposal 4: The ratification of RSM LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.

    For:11,571,340 
    Against:14,333 
    Abstain:4,734 




    Following the annual meeting, the board considered the results of stockholders’ advisory vote regarding the future frequency of “say on pay” advisory votes. Considering that a large majority of stockholders supported holding these votes annually, a result consistent with the board's recommendation, the board determined that the Company will hold future say on pay advisory votes at each annual meeting of stockholders. The next say on pay advisory vote will therefore occur at the annual meeting of stockholders in 2026. The next advisory vote regarding the frequency of future say on pay advisory votes will occur no later than the Company’s 2031 annual meeting.

    Item 9.01 Financial Statements and Exhibits. 

    (d) Exhibits
    Exhibit 99.1
    Press Release dated May 9, 2025
    104Cover Page Interactive Data File (embedded within the Inline XBRL document)




    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 duly authorized undersigned.
    Alpha Metallurgical Resources, Inc.
    Date: May 9, 2025
    By:
    /s/ J. Todd Munsey
    Name: J. Todd Munsey
    Title: Chief Financial Officer





    EXHIBIT INDEX
    Exhibit No.Description
    Exhibit 99.1
    Press Release dated May 9, 2025
    104Cover Page Interactive Data File (embedded within the Inline XBRL document)


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