Atkins Randall Whittaker 4
4 · Ramaco Resources, Inc. · Filed Feb 2, 2026
Research Summary
AI-generated summary of this filing
Ramaco (METC) CEO Randall Atkins Exercises Awards, Sells Shares
What Happened
- Randall Whittaker Atkins, CEO of Ramaco Resources (METC), had multiple performance stock units (PSUs) and restricted stock units (RSUs) vest on Jan 30, 2026. The Compensation Committee certified performance at 200% for the 2023–2025 period, triggering vesting of 144,704 Class A PSUs and 28,941 Class B PSUs (footnote 1/8/10).
- Gross vesting included several tranches of RSUs/PSUs (totaling roughly 695,466 shares based on the filing’s listed conversions and awards). To satisfy tax withholding, Atkins surrendered 205,336 shares (disposed) at prices ranging from $12.43 to $19.97, producing proceeds of approximately $3.86 million. Many entries are zero-dollar derivative conversions or award credits (vesting) rather than cash purchases.
Key Details
- Transaction date: January 30, 2026; Form 4 filed February 2, 2026 (timely).
- Withheld/surrendered for taxes: 205,336 shares for a total of ~$3,862,477 (breakdown includes 113,882 and 59,878 shares at $19.97; 22,777, 3,796 and 5,003 shares at $12.43).
- Major vesting: 144,704 Class A PSUs and 28,941 Class B PSUs vested at 200% of target (per Committee certification).
- Shares owned after transaction: not specified in the provided excerpt of the filing.
- Notable footnotes: F1 (200% certification / extra vesting), F2 & F15 (shares surrendered to satisfy tax obligations based on Jan 29, 2026 closing prices), F7–F12, F13 (dividend equivalents included), F16–F17 (stock dividends included in amounts).
Context
- These were not open-market purchases — they were equity awards (PSUs/RSUs) that vested and were converted into shares. The subsequent surrender of shares to cover tax liabilities is a routine withholding event, sometimes called a cashless settlement or share-for-tax withholding; it does not necessarily indicate a discretionary sell decision by the insider.
- For retail investors: this filing shows significant equity compensation being realized by the CEO due to above-target performance, with routine tax-withholding disposals totaling roughly $3.86M.
Insider Transaction Report
Form 4
Atkins Randall Whittaker
DirectorCHIEF EXECUTIVE OFFICER
Transactions
- Exercise/Conversion
Class A common stock
[F1][F8]2026-01-30+289,408→ 828,301 total - Tax Payment
Class A common stock
[F2]2026-01-30$19.97/sh−113,882$2,274,224→ 714,419 total - Exercise/Conversion
Class A common stock
[F3][F4][F5]2026-01-30+152,169→ 866,588 total - Tax Payment
Class A common stock
[F2]2026-01-30$19.97/sh−59,878$1,195,764→ 806,710 total - Exercise/Conversion
Class B common stock
[F1][F10][F6]2026-01-30+57,882→ 189,827 total - Tax Payment
Class B common stock
[F15]2026-01-30$12.43/sh−22,777$283,118→ 167,050 total - Exercise/Conversion
Class B common stock
[F3]2026-01-30+9,647→ 176,697 total - Tax Payment
Class B common stock
[F15]2026-01-30$12.43/sh−3,796$47,184→ 172,901 total - Exercise/Conversion
Class B common stock
[F13]2026-01-30+12,715→ 185,616 total - Tax Payment
Class B common stock
[F15]2026-01-30$12.43/sh−5,003$62,187→ 180,613 total - Exercise/Conversion
Performance Stock Units
[F7][F1]2026-01-30−144,704→ 0 total→ Class A common stock (144,704 underlying) - Award
Performance Stock Units
[F7][F1][F8]2026-01-30+144,704→ 144,704 total→ Class A common stock (144,704 underlying) - Exercise/Conversion
Performance Stock Units
[F7][F1][F8]2026-01-30−144,704→ 0 total→ Class A common stock (144,704 underlying) - Exercise/Conversion
Performance Stock Units
[F9][F1]2026-01-30−28,941→ 0 total→ Class B common stock (28,941 underlying) - Award
Performance Stock Units
[F9][F1][F10]2026-01-30+28,941→ 28,941 total→ Class B common stock (28,941 underlying) - Exercise/Conversion
Performance Stock Units
[F9][F1][F10]2026-01-30−28,941→ 0 total→ Class B common stock (28,941 underlying) - Exercise/Conversion
Restricted Stock Units
[F11][F3]2026-01-30−48,234→ 0 total→ Class A common stock (48,234 underlying) - Exercise/Conversion
Restricted Stock Units
[F11][F4]2026-01-30−30,897→ 30,897 total→ Class A common stock (30,897 underlying) - Exercise/Conversion
Restricted Stock Units
[F11][F5]2026-01-30−73,038→ 146,075 total→ Class A common stock (73,038 underlying) - Exercise/Conversion
Restricted Stock Units
[F12][F3]2026-01-30−9,647→ 0 total→ Class B common stock (9,647 underlying) - Exercise/Conversion
Dividend Equivalent Units
[F13][F14]2026-01-30−12,715→ 0 total→ Class B common stock (12,715 underlying)
Holdings
- 2,178,702(indirect: By Trust)
Class A common stock
- 544,188(indirect: By Trust)
Class B common stock
[F16] - 5,000(indirect: By Daughter)
Class A common stock
[F18] - 1,246(indirect: By Daughter)
Class B common stock
[F17][F18]
Footnotes (18)
- [F1]The performance stock units granted on February 20, 2023 under the Ramaco Resources, Inc.'s (the "Company") Long Term Incentive Plan vested on January 30, 2026 upon certification of performance by the Company's Compensation Committee of the Board of Directors (the "Committee"). The Committee certified the achievement of pre-established performance targets at 200% for the performance period beginning on January 1, 2023 and ending on December 31, 2025. As a result of the Committee Certification, the vesting of additional performance stock units for 144,704 shares of Class A and 28,941 shares of Class B stock was approved.
- [F10]Amount includes 28,941 Performance Stock Units for Class B common stock that vested because more than 100% of the pre-established performance targets were achieved during the performance period. Please see Footnote 1.
- [F11]Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
- [F12]Each restricted stock unit represents a contingent right to receive one share of Class B common stock.
- [F13]Dividend equivalent units underlying the three tranches of restricted stock units and the tranche of performance stock units listed above with respect to Class A common stock and with respect to Class B common stock. See footnotes 1, 3, 4 and 5 for further detail.
- [F14]See Footnote 6 for further detail regarding the stock dividends.
- [F15]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 January 29, 2026.
- [F16]As a result of the four common stock dividends paid in Class B common stock 1) declared on December 5, 2024 and paid on March 14, 2025, 2) declared on March 17, 2025 and paid on June 13, 2025, 3) declared on August 22, 2025 and paid on September 19, 2025, and 4) declared on November 14, 2025 and paid on December 5, 2025 the reporting person received a total of 68,029 shares of Class B common Stock, which are included in the reported amount.
- [F17]As a result of the four common stock dividends paid in Class B common stock 1) declared on December 5, 2024 and paid on March 14, 2025, 2) declared on March 17, 2025 and paid on June 13, 2025, 3) declared on August 22, 2025 and paid on September 19, 2025, and 4) declared on November 14, 2025 and paid on December 5, 2025 the reporting person received a total of 154 shares of Class B common Stock, which are included in the reported amount.
- [F18]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.
- [F2]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 January 29, 2026.
- [F3]The third and final installment of restricted stock units granted on February 20, 2023 under the Company's Long Term Incentive Plan vested on January 30, 2026.
- [F4]The second installment of restricted stock granted on February 29, 2024 under the Company's Long Term Incentive Plan vested on January 30, 2026. One annual installment remains from this grant.
- [F5]The first installment of restricted stock units granted on February 24, 2025 under the Company's Long Term Incentive Plan vested on January 30, 2026. Two annual installments remain from this grant.
- [F6]As a result of the four common stock dividends paid in Class B common stock 1) declared on December 5, 2024 and paid on March 14, 2025, 2) declared on March 17, 2025 and paid on June 13, 2025, 3) declared on August 22, 2025 and paid on September 19, 2025, and 4) declared on November 14, 2025 and paid on December 5, 2025 the reporting person received a total of 16,755 shares of Class B common Stock, which are included in the reported amount.
- [F7]Each performance stock unit represents a contingent right to receive one share of Class A common stock.
- [F8]Amount includes 144,704 Performance Stock Units for Class A common stock that vested because more than 100% of the pre-established performance targets were achieved during the performance period. See Footnote 1.
- [F9]Each performance stock unit represents a contingent right to receive one share of Class B common stock.
Signature
/s/ Jonathan T Adkins, Attorney in Fact|2026-02-02