Sec Form 4 Filing - Atkins Randall Whittaker @ Ramaco Resources, Inc. - 2023-06-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Atkins Randall Whittaker 2. Issuer Name and Ticker or Trading Symbol Ramaco Resources, Inc. [ METC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CHIEF EXECUTIVE OFFICER (Last) (First) (Middle) 250 WEST MAIN STREET, SUITE 1900 3. Date of Earliest Transaction (MM/DD/YY) 06/30/2023 (Street) LEXINGTON, KY40507 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 739,882 D $ 0 0 D Class A common stock 06/21/2023( 1 ) A V 739,882 A $ 0 739,882 D Common Stock 06/21/2023( 1 ) D V 5,000 D $ 0 0 I By Daughter ( 2 ) Class A common stock 06/21/2023( 1 ) A V 5,000 A $ 0 5,000 I By Daughter ( 2 ) Common Stock 06/21/2023( 1 ) D V 2,178,702 D $ 0 0 I Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD Class A common stock 06/21/2023( 1 ) A V 2,178,702 A $ 0 2,178,702 I Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD Class A common stock 06/30/2023 F( 3 ) 180,001 D $ 8.44 559,881 D Class B common stock 06/21/2023( 4 ) A V 147,976 A $ 0 147,976 D Class B common stock 06/21/2023( 4 ) A V 1,000 A $ 0 1,000 I By Daughter ( 2 ) Class B common stock 06/21/2023( 4 ) A V 435,740 A $ 0 435,740 I Trustee for the Randall Whittaker Atkins Revocable Trust U/A DTD Class B common stock 06/30/2023 F( 5 ) 34,786 D $ 10.61 113,190 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 ) ( 6 ) 06/21/2023 D( 1 )( 6 ) V 61,729 ( 7 ) ( 7 ) Common Stock 61,729 $ 0 ( 1 ) ( 6 ) 0 D Restricted Stock Units $ 0 ( 1 ) ( 6 ) 06/21/2023 D( 1 )( 6 ) V 144,704 ( 8 ) ( 8 ) Common Stock 144,704 $ 0 ( 1 ) ( 6 ) 0 D Restricted Stock Units $ 0 ( 1 ) ( 6 ) 06/21/2023 A( 1 )( 6 ) V 61,729 ( 7 ) ( 7 ) Class A common stock 61,729 $ 0 ( 1 ) ( 6 ) 61,729 D Restricted Stock Units $ 0 ( 1 ) ( 6 ) 06/21/2023 A( 1 )( 6 ) V 144,704 ( 8 ) ( 8 ) Class A common stock 144,704 $ 0 ( 1 ) ( 6 ) 206,433 D Restricted Stock Units $ 0 ( 4 ) ( 9 ) 06/21/2023 A( 4 )( 9 ) V 12,345 ( 7 ) ( 7 ) Class B common stock 12,345 $ 0 ( 4 ) 12,345 D Restricted Stock Units $ 0 ( 4 ) ( 9 ) 06/21/2023 A( 4 )( 9 ) V 28,940 ( 8 ) ( 8 ) Class B common stock 28,940 $ 0 ( 4 ) ( 9 ) 41,285 D Performance Stock Units $ 0 ( 1 ) ( 10 ) 06/21/2023 D( 1 )( 10 ) V 92,593 ( 11 ) 12/31/2024 Common Stock 92,593 $ 0 ( 1 ) ( 10 ) 0 D Performance Stock Units $ 0 ( 1 ) ( 10 ) 06/21/2023 D( 1 )( 10 ) V 144,704 ( 11 ) 12/31/2025 Common Stock 144,704 $ 0 ( 1 ) ( 10 ) 0 D Performance Stock Units $ 0 ( 1 ) ( 10 ) 06/21/2023 A( 1 )( 10 ) V 92,593 ( 11 ) 12/31/2024 Class A common stock 92,593 $ 0 ( 1 ) ( 10 ) 92,593 D Performance Stock Units $ 0 ( 1 ) ( 10 ) 06/21/2023 A( 1 )( 10 ) V 144,704 ( 11 ) 12/31/2025 Class A common stock 144,704 $ 0 ( 1 ) ( 10 ) 237,297 D Performance Stock Units $ 0 ( 4 ) ( 12 ) 06/21/2023 A( 4 )( 12 ) V 18,518 ( 11 ) 12/31/2024 Class B common stock 18,518 $ 0 ( 4 ) ( 12 ) 18,518 D Performance Stock Units $ 0 ( 4 ) ( 12 ) 06/21/2023 A( 4 )( 12 ) V 28,940 ( 11 ) 12/31/2025 Class B common stock 28,940 $ 0 ( 4 ) ( 12 ) 47,458 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Atkins Randall Whittaker 250 WEST MAIN STREET SUITE 1900 LEXINGTON, KY40507 X CHIEF EXECUTIVE OFFICER Signatures /s/ Barkley J. Sturgill, Jr., Attorney-in-Fact 07/05/2023 Signature of Reporting Person Date

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 )This transaction involved a gift of securities by the reporting person to his daughter, who shares reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his daughter, andthis 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. ( 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 June 30, 2023. Such shares were acquired as treasury stock by the issuer. ( 4 )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. ( 5 )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 June 30, 2023. Such shares were acquired as treasury stock by the issuer. ( 6 )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. ( 7 )The RSUs vest in two equal annual installments beginning December 31, 2023. ( 8 )The RSUs vest in three equal annual installments beginning on January 31, 2024. ( 9 )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. ( 10 )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. ( 11 )The PSUs vest upon the Company's Class A common stock achieving a specific total shareholder return for a measurement period. ( 12 )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.

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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.