Ramaco Resources, Inc. 8-K

What Happened Ramaco Resources, Inc. (METC) filed an 8‑K on June 10, 2026 reporting the results of its Annual Meeting of Shareholders. As of the record date of April 20, 2026, there were 65,677,144 shares outstanding (54,307,004 Class A and 11,370,140 Class B). Shareholders holding 51,390,554 shares (≈78.24%) were present or represented by proxy, establishing a quorum. All director nominees were elected, Grant Thornton LLP was ratified as the independent registered public accounting firm for 2026, shareholders approved an amendment to add 4,000,000 shares to the Long‑Term Incentive Plan (LTIP), and the advisory “say‑on‑pay” vote was approved.

Key Details

• Record date and outstanding shares: 65,677,144 total (54,307,004 Class A; 11,370,140 Class B) as of April 20, 2026. Quorum: 51,390,554 shares (≈78.24%).
• Director votes (for / withheld / broker non‑votes):
  • Bryan H. Lawrence: 34,240,156 / 4,831,190 / 12,319,208
  • David E.K. Frischkorn, Jr.: 33,142,435 / 5,928,911 / 12,319,208
  • Michael R. Graney: 38,844,304 / 227,042 / 12,319,208
• Auditor ratification: Grant Thornton LLP approved as independent auditor for year ending Dec 31, 2026 — Votes: For 51,176,895; Against 123,273; Abstain 90,386.
• LTIP amendment: Shareholders approved adding 4,000,000 shares of Class A common stock to the LTIP — Votes: For 33,603,634; Against 5,379,416; Abstain 88,296; Broker non‑votes 12,319,208. The increase equals roughly 7.4% of current Class A shares (4,000,000 / 54,307,004).
• Advisory executive compensation (say‑on‑pay): Approved — Votes: For 35,914,373; Against 2,997,223; Abstain 159,750; Broker non‑votes 12,319,208.

Why It Matters

• Board continuity and governance: All director nominees were elected and the auditor ratified, signaling continuity in leadership and financial oversight.
• Potential equity dilution: The LTIP increase adds 4.0 million Class A shares (≈7.4% of existing Class A), which could affect share count and dilution over time as awards are issued.
• Shareholder support: The advisory vote on executive pay passed, indicating majority support for compensation practices.
• Broker non‑votes: A sizable number of broker non‑votes (12,319,208) appeared on non‑routine items (e.g., director elections, LTIP, say‑on‑pay) — common in dual‑class or discretionary broker voting situations and relevant when assessing vote margins.

For more detail, see the company's Definitive Proxy Statement filed April 27, 2026 and the 8‑K (Accession No. 0001213900‑26‑067334).