General Counsel Jones Estill Forrest Jr. acquired 859 units of Class B common stock, increasing direct ownership by 8% to 11,792 units (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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Ramaco Resources, Inc. [ METC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/01/2025 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 60,587 | D | ||||||||
Class B common stock | 03/14/2025 | J(1) | V | 859 | A | $0 | 11,792 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Restricted Stock Units | $0(2)(3) | 05/01/2025 | A | 9,300 | (2) | (2) | Class A common stock | 9,300 | $0 | 9,300 | D | ||||
Performance Stock Units | $0(4)(5) | 05/01/2025 | A | 9,300 | (4) | (4) | Class A common stock | 9,300 | $0 | 9,300 | D |
Explanation of Responses: |
1. On December 5, 2024, the Issuer declared a stock dividend of $0.1375 per share of Class A common stock, payable in shares of the Issuer's Class B common stock on March 14, 2025, to shareholders of record as of the close of Nasdaq on February 28, 2025, with the amount of Class B shares to be issued per share for each share of Class A common stock owned 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 ($8.85 on February 28, 2025). As a result, the Reporting Person received 859 shares of Company's Class B common stock as of March 14, 2025. The Reporting Person's receipt of the Issuer's Class B common stock in connection with this stock dividend was exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-9 promulgated thereunder. |
2. On May 1, 2025, the Reporting Person received a restricted stock unit grant of 9,300 units under the Ramaco Resources, Inc. (the "Company") 2017 Long Term Incentive Plan. The restricted stock units will vest in three equal annual installments beginning on January 31, 2026. |
3. Each restricted stock unit represents a contingent right to receive one share of the Company's Class A common stock. |
4. On May 1, 2025, the Reporting Person received a performance stock unit grant of 9,300 units under the Company's 2017 Long Term Incentive Plan. The performance period began on January 31, 2025 and will end on December 31, 2027. The performance stock units will vest upon the certification of the Compensation Committee of the Company's Board of Directors as to the percentage of achievement based on pre-established performance targets. |
5. Each performance stock unit represents a contingent right to receive one share of the Company's Class A common stock. |
/s/ Jonathan Tyler Adkins, Attorney-in-Fact | 05/02/2025 | |
** 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. |