SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Horn Paul Bryan Jr.
(Last) (First) (Middle)
250 W. MAIN STREET
SUITE 1900
(Street)
LEXINGTON KY 40507
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Ramaco Resources, Inc. [ METC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP & CHIEF MINE DEV. OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
12/15/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Stock 06/21/2023(1) D V 25,467 D $0 0 D
Class A common stock 06/21/2023(1) A V 25,467 A $0 25,467 D
Class B common stock 06/21/2023(2) A V 5,093 A $0 5,093 D
Class A common stock 12/15/2023 F(3) 2,449 D $14.93 23,018 D
Class B common stock 12/15/2023 F(4) 490 D $11.68 4,603 D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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(1)(5) 06/21/2023(1)(5) D(1)(5) V 23,970 (6) (6) Common Stock 23,970 $0(1)(5) 0 D
Restricted Stock Units $0(1)(5) 06/21/2023(1)(5) A(1)(5) V 23,970 (6) (6) Class A common stock 23,970 $0(1)(5) 23,970 D
Restricted Stock Units $0(2) 06/21/2023(2)(7) A(2) V 4,794 (6) (6) Class B common stock 4,794 $0(7) 4,794 D
Performance Stock Units $0(1)(8) 06/21/2023(1)(8) D(1)(8) V 23,970 (9) 12/31/2025 Common Stock 23,970 $0(1)(8) 0 D
Performance Stock Units $0(1)(8) 06/21/2023(1)(8) A(1)(8) V 23,970 (9) 12/31/2025 Class A common stock 23,970 $0(1)(8) 23,970 D
Performance Stock Units $0(2)(10) 06/21/2023(2)(10) A(2) V 4,794 (9) 12/31/2025 Class B common stock 4,794 $0(2)(10) 4,794 D
Explanation of Responses:
1. On June 21, 2023, Ramaco Resources, Inc. (the "Company"), reclassified its existing common stock, par value $0.01 per share, as shares of Class A common stock, par value $0.01 per share.
2. On June 21, 2023, 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 ("Class B common stock"), per share of existing common stock held by each holder as of the record date for the Distribution.
3. Shares sold upon vesting to satisfy tax obligations. The number of shares withheld was based on the closing price of the Issuer's Class A common stock on December 14, 2023. Such shares were acquired as treasury stock by the issuer.
4. Shares sold upon vesting to satisfy tax obligations. The number of shares withheld was based on the closing price of the Issuer's Class B common stock on December 14, 2023. Such shares were acquired as treasury stock by the issuer.
5. Each holder of an outstanding restricted stock unit ("RSU") with respect to a share of existing common stock received, in connection with the reclassification and Distribution, a new RSU, which represents a right, upon satisfaction of continued service conditions, to receive one share of Class A common stock.
6. The RSUs vest in three equal installments beginning on January 31, 2024
7. Represents dividend equivalent rights in connection with the Distribution that accrue to the reporting person in restricted stock units that vest at the same time(s) as the underlying restricted stock units.
8. Each holder of an outstanding performance stock unit ("PSU") with respect to a share of existing common stock received, in connection with the reclassification and Distribution, a new PSU, which represents a right, upon satisfaction of continued service conditions, to receive one share of Class A common stock.
9. The PSUs vest upon the Company's Class A common stock achieving a specific total shareholder return for a measurement period.
10. Represents dividend equivalent rights in connection with the Distribution that accrue to the reporting person in performance stock units that vest at the same time(s) as the underlying performance stock units.
/s/ Barkley J. Sturgill, Jr., Attorney-in-Fact 12/18/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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