Ramaco Resources, Inc.·4

Mar 2, 4:05 PM ET

Atkins Randall Whittaker 4

4 · Ramaco Resources, Inc. · Filed Mar 2, 2026

Research Summary

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Ramaco (METC) CEO Atkins Whittaker Exercises Options, Sells Shares

What Happened

  • Atkins Whittaker, CEO of Ramaco Resources (METC), exercised stock options on February 26, 2026 that converted into 448,712 Class A shares and 89,742 Class B shares (total 538,454 shares). He paid $5.34 per Class A share on the exercised Class A options (cash paid ≈ $2,396,122).
  • To satisfy tax and exercise obligations, 271,525 Class A shares (valued at $14.93 each, ≈ $4,053,868) and 35,313 Class B shares (valued at $12.81 each, ≈ $452,360) were surrendered (withheld). Net retained from this transaction: approximately 177,187 Class A shares and 54,429 Class B shares.

Key Details

  • Transaction date: February 26, 2026; Form 4 filed March 2, 2026 (timely).
  • Prices and values reported:
    • Exercised: 448,712 Class A @ $5.34 (cash paid ≈ $2,396,122) and 89,742 Class B @ $0.00.
    • Tax/price-withholding: 271,525 Class A surrendered @ $14.93 (≈ $4,053,868) and 35,313 Class B surrendered @ $12.81 (≈ $452,360).
  • Shares owned after transaction: filing does not give a total consolidated holding balance; based on this transaction the CEO retained about 177,187 Class A and 54,429 Class B shares from the exercise.
  • Footnotes of note:
    • The Class B shares resulted from a prior company distribution (0.2 Class B per share) that changed the option payout (see F2/F5).
    • Surrenders were to satisfy tax/exercise obligations (cashless/share-withholding) and were calculated using closing prices on Feb 26, 2026 (F1, F3).
    • The filing notes some shares are held by the reporting person’s daughter (household) and the CEO disclaims beneficial ownership of those shares (F4).
  • Transaction codes: M = option exercise; F = tax/withholding disposition.

Context

  • This was an option exercise with shares withheld to cover taxes — a common cashless exercise method and not an open-market sale expressing a market view.
  • The transaction converted options into both Class A and Class B shares because of a prior dividend/distribution; one tranche showed $0 acquisition price for Class B reflecting that conversion.
  • No evidence in the filing of a 10b5-1 plan or gifts; the surrendering of shares was explicitly for tax/exercise settlement.

Insider Transaction Report

Form 4
Period: 2026-02-26
Atkins Randall Whittaker
DirectorCHIEF EXECUTIVE OFFICER
Transactions
  • Exercise/Conversion

    Class A common stock

    2026-02-26$5.34/sh+448,712$2,396,1221,255,422 total
  • Tax Payment

    Class A common stock

    [F1]
    2026-02-26$14.93/sh271,525$4,053,868983,897 total
  • Exercise/Conversion

    Class B common stock

    [F2]
    2026-02-26+89,742270,355 total
  • Tax Payment

    Class B common stock

    [F3]
    2026-02-26$12.81/sh35,313$452,360235,042 total
  • Exercise/Conversion

    Employee Stock Option (right to buy)

    [F5]
    2026-02-26448,7120 total
    Exercise: $5.34From: 2017-02-08Exp: 2026-08-31Class A common stock (448,712 underlying)
Holdings
  • Class A common stock

    (indirect: By Trust)
    2,178,702
  • Class B common stock

    (indirect: By Trust)
    544,188
  • Class A common stock

    [F4]
    (indirect: By Daughter)
    5,000
  • Class B common stock

    [F4]
    (indirect: By Daughter)
    1,246
Footnotes (5)
  • [F1]Shares surrendered upon exercise of employee stock options to satisfy tax obligations. The number of shares withheld was based on the closing price of the Issuer's Class A common stock on February 26, 2026.
  • [F2]On June 21, 2023, Ramaco Resources, Inc. (the "Company") issued and distributed via dividend to holders of existing common stock (the "Distribution") 0.2 shares of Class B common stock, $0.01 par value (the "Class B common stock"), per share of existing common stock held by each holder as of the Record Date for the Distribution. The Reporting Person held an option for 448,712 shares of common stock on the record date for the Distribution and thus, in accordance with the Company's Long-Term Incentive Plan, such option became exercisable for 448,712 shares of Class A common stock and 89,742 shares of Class B common stock.
  • [F3]Shares surrendered upon exercise of employee stock options to satisfy tax obligations. The number of shares surrendered was based on the closing price of the Issuer's Class B common stock on February 26, 2026.
  • [F4]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.
  • [F5]This option was previously reported as an option for 448,712 shares of common stock. As a result of the Distribution, the option entitled the Reporting Person to receive, upon exercise, 448,712 shares of Class A common stock and 89,742 shares of Class B common stock.
Signature
/s/ Jonathan T Adkins, Attorney in Fact|2026-03-02

Documents

1 file
  • 4
    marketforms-72346.xmlPrimary

    PRIMARY DOCUMENT