Ramaco Resources Files 8-K on Material Agreement, Officer Comp

TL;DR

**Ramaco Resources just inked a material deal and changed officer pay; watch for details on financial impact.**

AI Summary

Ramaco Resources, Inc. filed an 8-K on February 1, 2024, reporting an event on January 26, 2024, related to an entry into a material definitive agreement and compensatory arrangements for certain officers. This filing indicates potential changes in the company's financial commitments or executive compensation structure, which could impact the company's profitability and shareholder value. Investors should monitor for details on the agreement and compensation to assess future financial performance.

Why It Matters

This filing signals new financial commitments or executive compensation changes, which could affect Ramaco Resources' operational costs and future earnings. Investors need to understand the specifics to gauge potential impacts on stock performance.

Risk Assessment

Risk Level: medium — The filing mentions a 'material definitive agreement' and 'compensatory arrangements' without specific details, creating uncertainty about potential financial obligations or benefits.

Analyst Insight

A smart investor would await further disclosures regarding the 'material definitive agreement' and 'compensatory arrangements' to assess their financial implications before making investment decisions. Monitoring subsequent filings (e.g., 10-K or 10-Q) for specific terms and dollar amounts is crucial.

Key Players & Entities

• Ramaco Resources, Inc. (company) — the registrant filing the 8-K
• January 26, 2024 (date) — date of the earliest event reported
• February 1, 2024 (date) — date the 8-K was filed

Forward-Looking Statements

• Ramaco Resources will provide further details on the 'material definitive agreement' in a subsequent filing or press release. (Ramaco Resources, Inc.) — high confidence, target: 2024-03-31
• The 'compensatory arrangements' will involve changes to executive salaries or equity awards. (Ramaco Resources, Inc.) — medium confidence, target: 2024-06-30

FAQ

Key Financial Figures

• $0.01 — hich registered Class A common stock, $0.01 par value METC NASDAQ Global Select M
• $500,000 — s will receive an annual base salary of $500,000 and will be eligible, under the Company
• $120,000.00 — pay Mr. Sturgill a lump sum payment of $120,000.00 payable on the 7 th day following the e
• $0.2416 — d declared a quarterly cash dividend of $0.2416 per share of Class B common stock. The

Filing Documents

• tm244737d1_8k.htm (8-K) — 40KB
• tm244737d1_ex10-1.htm (EX-10.1) — 70KB
• tm244737d1_ex99-1.htm (EX-99.1) — 9KB
• tm244737d1_ex99-1img01.jpg (GRAPHIC) — 5KB
• 0001104659-24-009463.txt ( ) — 376KB
• metc-20240126.xsd (EX-101.SCH) — 3KB
• metc-20240126_def.xml (EX-101.DEF) — 27KB
• metc-20240126_lab.xml (EX-101.LAB) — 37KB
• metc-20240126_pre.xml (EX-101.PRE) — 25KB
• tm244737d1_8k_htm.xml (XML) — 6KB

01. Entry Into Material Definitive

Item 1.01. Entry Into Material Definitive Agreement. The information included in Item 5.02 of this Current Report on Form 8-K with respect to the Separation Agreement (as defined below) is incorporated by reference in this Item 1.01.

02. Departure of Directors or Certain

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Evan H. Jenkins as General Counsel and Secretary On January 30, 2024, the Board appointed Evan H. Jenkins as the Company's General Counsel and Secretary. Mr. Jenkins's first day with the Company will be February 12, 2024 (the "Start Date"). Mr. Jenkins, age 63, has served as Senior Vice President of Government Affairs at the United States Chamber of Commerce in Washington, D.C. since September 2022. Also, since December 2022, Mr. Jenkins has served as president of The Ramaco Foundation and a member of its board of directors, helping direct the foundation's philanthropic efforts. From October 2018 to February 2022, Mr. Jenkins served as Justice and the Chief Justice (2021 Term) of the Supreme Court of Appeals of West Virginia. Prior to that Mr. Jenkins served as a Congressman in the U.S. House of Representatives representing West Virginia's 3 rd Congressional District from January 2015 until September 2018. Pursuant to the terms of his offer letter, Mr. Jenkins will receive an annual base salary of $500,000 and will be eligible, under the Company's annual incentive plan, to receive cash bonuses dependent on Company and individual performance. For fiscal year 2024, Mr. Jenkins will receive a guaranteed cash bonus applicable to calendar year 2024 if he remains employed when bonuses for fiscal year 2024 are paid. Mr. Jenkins will also be eligible for incentive compensation under the Company's Long-Term Incentive Plan. Any such award will be subject to the terms and conditions of the Plan and applicable award agreement, which may include both performance and time-based vesting. In recognition of other compensation awards that Mr. Jenkins may forfeit from his former employer and subject to the approval of the compensation committee of the Board, the Company will grant Mr. Jenkins 50% of his 2024 P

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On February 1, 2024, the Company issued a press release announcing Mr. Jenkins's appointment as General Counsel and Secretary of the Company and the declaration of a quarterly cash dividend on the Company's Class B common stock. The Company's board of directors approved and declared a quarterly cash dividend of $0.2416 per share of Class B common stock. The dividend is payable on March 15, 2024 to shareholders of record as of March 1, 2024. 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 this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 10.1 Employment Separation Agreement, dated January 26, 2024, by and between the Company and Barkley J. Sturgill, Jr. 99.1 Press release issued by Ramaco Resources, Inc., dated February 1, 2024. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Signatures

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: February 1, 2024

View Full Filing

View this 8-K filing on SEC EDGAR