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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): May 12, 2025

Ramaco Resources, Inc.

(Exact name of Registrant as specified in its Charter)

Delaware

001-38003

38-4018838

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation)

File No.)

Identification No.)

250 West Main Street, Suite 1900

Lexington, Kentucky 40507

(Address of principal executive offices)

Registrant’s Telephone Number, including area code: (859) 244-7455

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 (see General Instruction A.2.):

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

9.00% Senior Notes due 2026

METCL

NASDAQ Global Select Market

8.375% Senior Notes due 2029

METCZ

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 2.02.Results of Operations and Financial Condition.

On May 12, 2025, Ramaco Resources, Inc. (the “Company”) issued a press release reporting its financial and operating results for the first quarter of 2025 (the “Earnings Release”). A copy of the Earnings Release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

None of the information furnished in this Item 2.02 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 liability of that section, nor will it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”).

Item 7.01.Regulation FD Disclosure.

On May 12, 2025, the Company issued a press release announcing that its board of directors approved and declared a cash dividend of $0.1811 per share of Class B common stock, payable on June 13, 2025 to shareholders of record as of May 30, 2025. A copy of this press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.

None of the information furnished in this Item 7.01 will be deemed “filed” for the purposes of Section 18 of 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 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01Other Events.

The Company is filing an updated Technical Report Summary relating to the Company’s Rare Earth Element (REE) exploration target for the Brook Mine property located near Sheridan, Wyoming.

A copy of such Technical Report Summary and related consent are attached hereto as Exhibits 96.1 and 23.1, respectively, and are incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
No.

    

Exhibit Description

23.1

Consent of Weir International, Inc.

96.1

Technical Report Summary relating to exploration target estimates at the Brook Mine Property, dated March 2025, with an effective date of March 31, 2025

99.1

Earnings Release issued by Ramaco Resources, Inc. dated May 12, 2025

104

Cover Page Interactive Data File (formatted as Inline XBRL)

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 undersigned hereunto duly authorized.

RAMACO RESOURCES, INC.

By: 

/s/ Randall W. Atkins

Name: 

Randall W. Atkins

Title: 

Chairman and Chief Executive Officer

Date:May 12, 2025