* |
The remainder of the cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover page.
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1
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NAMES OF REPORTING PERSONS
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YORKTOWN ENERGY PARTNERS XI, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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||
(b)
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☐
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||||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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|||
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||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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|||
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||||
8
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SHARED VOTING POWER
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5,111,621
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||||
9
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SOLE DISPOSITIVE POWER
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0
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|||
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||||
10
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SHARED DISPOSITIVE POWER
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||
5,111,621
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||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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5,111,621
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|||
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||||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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||||
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||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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11.64% (1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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(1) |
Based on 43,902,118 shares of Class A common stock, par value $0.01 per share (“Class A Common Stock”) of Ramaco Resources, Inc.
(the “Company”) issued and outstanding as of October 31, 2023, as set forth in Ramaco Resources, Inc.’s (the “Issuer”) quarterly report on Form 10-Q for the
quarter ended September 30, 2023, filed with the Securities and Exchange Commission (the “SEC”) on November 9, 2023.
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1
|
NAMES OF REPORTING PERSONS
|
|
|
||
YORKTOWN XI COMPANY LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
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||
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|||
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|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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||
OO
|
|
|
|||
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|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
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||
Delaware
|
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|||
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|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
5,111,621
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
5,111,621
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
5,111,621 (1)
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
11.64% (2)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
(1) |
These securities are directly held by Yorktown Energy Partners XI, L.P. (“Yorktown XI”). Yorktown XI Company LP is the sole general partner of Yorktown XI. As a result,
Yorktown XI Company LP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the shares owned by Yorktown XI. Yorktown XI Company LP disclaims beneficial ownership of the securities owned by
Yorktown XI in excess of its pecuniary interests therein.
|
(2) |
Based on 43,902,118 shares of Class A Common Stock of the Company issued and outstanding as of October 31, 2023, as set forth in the Issuer’s quarterly report on Form 10-Q for the quarter ended September 30,
2023, filed with the SEC on November 9, 2023.
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
YORKTOWN XI ASSOCIATES LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
5,111,621
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
5,111,621
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
5,111,621 (1)
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
11.64% (2)
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1) |
These securities are directly held by Yorktown XI. Yorktown XI Company LP is the sole general partner of Yorktown XI and Yorktown XI Associates LLC is the sole general partner of Yorktown XI Company LP. As a
result, Yorktown XI Associates LLC may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the shares owned by Yorktown XI. Yorktown XI Company LP and Yorktown XI Associates LLC disclaim
beneficial ownership of the securities owned by Yorktown XI in excess of their pecuniary interests therein.
|
(2) |
Based on 43,902,118 shares of Class A Common Stock of the Company issued and outstanding as of October 31, 2023, as set forth in the Issuer’s quarterly report on Form 10-Q for the quarter ended September 30,
2023, filed with the SEC on November 9, 2023.
|
Item 1. |
Security and Issuer.
|
Item 5. |
Interest in Securities of the Issuer.
|
Date of Transaction
|
Nature of Transaction
|
Quantity of Shares
|
Weighted-Average Price
Per Share
|
11/13/2023
|
Sale
|
15,640
|
$18.3172 (1)
|
11/14/2023
|
Sale
|
55,854
|
$18.2822 (2)
|
11/14/2023
|
Sale
|
44,160
|
$19.5814 (3)
|
11/15/2023
|
Sale
|
109,053
|
$18.0544 (4)
|
11/16/2023
|
Sale
|
128,486
|
$16.5913 (5)
|
11/16/2023
|
Sale
|
16,035
|
$17.2009(6)
|
11/16/2023
|
Sale
|
5,575
|
$18.1233 (7)
|
11/17/2023
|
Sale
|
81,168
|
$16.4678 (8)
|
11/17/2023
|
Sale
|
2,650
|
$17.1352 (9)
|
11/20/2023
|
Sale
|
16,886
|
$16.4670 (10)
|
1. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $18.25 to $18.56, inclusive. The Reporting Persons undertake to provide
to the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2), (3), (4), (5), (6), (7),
(8), (9) and (10) herein.
|
2. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $18.15 to $18.89, inclusive.
|
3. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $19.15 to $19.93, inclusive.
|
4. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $17.75 to $18.41, inclusive.
|
5. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $16.01 to $16.99, inclusive.
|
6. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $17.00 to $17.98, inclusive.
|
7. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $18.00 to $18.31, inclusive.
|
8. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $16.05 to $17.04, inclusive.
|
9. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $17.05 to $17.21, inclusive.
|
10. |
This price is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $16.40 to $16.76, inclusive.
|
YORKTOWN ENERGY PARTNERS XI, L.P.
|
||||
By:
|
Yorktown XI Company LP,
|
|||
its general partner
|
||||
By:
|
Yorktown XI Associates LLC,
|
|||
its general partner
|
||||
By:
|
/s/ Bryan H. Lawrence
|
|||
Bryan H. Lawrence, Managing Member
|
||||
YORKTOWN XI COMPANY LP
|
||||
By:
|
Yorktown XI Associates LLC,
|
|||
its general partner
|
||||
By:
|
/s/ Bryan H. Lawrence
|
|||
Bryan H. Lawrence, Managing Member
|
||||
YORKTOWN XI ASSOCIATES LLC
|
||||
By:
|
/s/ Bryan H. Lawrence
|
|||
Bryan H. Lawrence, Managing Member
|