Sec Form 4 Filing - Atkins Randall Whittaker @ Ramaco Resources, Inc. - 2024-12-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Atkins Randall Whittaker
2. Issuer Name and Ticker or Trading Symbol
Ramaco Resources, Inc. [ METC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CHIEF EXECUTIVE OFFICER
(Last) (First) (Middle)
250 WEST MAIN STREET, SUITE 1900
3. Date of Earliest Transaction (MM/DD/YY)
12/15/2024
(Street)
LEXINGTON, KY40507
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/15/2024 M( 1 ) 30,865 A $ 0 451,226 D
Class A common stock 12/15/2024 F 12,158 ( 2 ) D $ 12.02 439,068 D
Class B common stock 12/15/2024 M( 1 ) 6,173 A $ 0 99,286 ( 3 ) D
Class B common stock 12/15/2024 F 2,432 ( 4 ) D $ 10.5 96,854 ( 3 ) D
Class B common stock 12/15/2024 M 572 A $ 0 97,426 ( 5 ) D
Class B common stock 12/15/2024 F 225 D $ 10.32 97,201 ( 6 ) D
Class A common stock 5,000 ( 7 ) I By Daughter
Class B common stock 1,092 ( 8 ) I By Daughter
Class A common stock 2,178,702 I Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD
Class B common stock 476,159 ( 9 ) I Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 ( 10 ) 12/15/2024 M( 1 ) 30,865 ( 1 ) ( 1 ) Class A common stock 30,865 $ 0 0 ( 1 ) D
Restricted Stock Units $ 0 ( 11 ) 12/15/2024 M( 1 ) 6,173 ( 1 ) ( 1 ) Class B common stock 6,173 $ 0 0 ( 1 ) D
Dividend Equivalent Units ( 12 ) 12/15/2024 M 572 ( 1 )( 4 ) ( 1 )( 4 ) Class B common stock 572 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Atkins Randall Whittaker
250 WEST MAIN STREET
SUITE 1900
LEXINGTON, KY40507
X CHIEF EXECUTIVE OFFICER
Signatures
/s/ Jonathan Tyler Adkins, Attorney-in-Fact 12/17/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The third and final installment of restricted stock units granted on February 16, 2022 under the Ramaco Resources, Inc.'s (the "Company") Long Term Incentive Plan vested on December 15, 2024.
( 2 )Shares surrendered upon vesting to satisfy tax obligations. The number of shares surrendered was based on the closing price of the Issuer's Class A common stock on December 13, 2024.
( 3 )On November 20, 2024, the Issuer declared stock dividends of $0.1375 per share of Class A common stock and $0.2364 per share of Class B common stock, both payable in shares of the Issuer's Class B common stock on December 16, 2024 (the "December Dividend"), to shareholders of record as of the close of Nasdaq on December 2, 2024, with the amount of Class B shares to be issued per share for each respective class of stock 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 ($9.96). As a result, the reporting person received 7,827 shares of Company's Class B common stock as of December 16, 2024.
( 4 )Shares surrendered upon vesting to satisfy tax obligations. The number of shares surrendered was based on the closing price of the Issuer's Class B common stock on December 13, 2024.
( 5 )As a result of the December Dividend, the reporting person received 572 shares of Company's Class B common stock as of December 16, 2024.
( 6 )As a result of the December Dividend, the reporting person received 572 shares of Company's Class B common stock as of December 16, 2024 in respect of the stock dividends following settlement of the restricted stock units, of which 225 were used to satisfy tax withholding obligations. The number of shares withheld was calculated based on the closing price of the Issuer's Class B common stock on the date of delivery of the shares (December 16, 2024).
( 7 )This holding is held by the reporting person's daughter, who shares reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed an admission that the reporting person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.
( 8 )Amount includes 92 shares received as a result of the December Dividend.
( 9 )Amount includes 40,419 shares received as a result of the December Dividend.
( 10 )Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
( 11 )Each restricted stock unit represents a contingent right to receive one share of Class B common stock.
( 12 )Dividend equivalent units underlying both tranches of restricted stock units listed above with respect to Class A common stock and with respect to Class B common stock. See footnotes 3 and 6 for further detail.

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