06/23/2026 | Press release | Distributed by Public on 06/23/2026 15:37
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit | (3) | 06/22-05:00/2026 | A | 22,830 | (5) | (5) | Common Stock | 22,830 | $ 0 | 22,830 | D | ||||
| Performance-Based Restricted Stock Unit | (4) | 06/22-05:00/2026 | A | 15,220 | (6) | (6) | Common Stock | 15,220(7) | $ 0 | 15,220 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Schick John Douglas 575 N. DAIRY ASHFORD ENERGY CENTER II, SUITE 210 HOUSTON, TX 77079 |
X | President and CEO | ||
| /s/ Clark R. Moore, attorney-in-fact for J. Douglas Schick | 06/23/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Except to the extent of his pecuniary interest therein this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
| (2) | American Resources Inc., is owned and controlled by the Reporting Person, and as such the Reporting Person may be deemed to be beneficially owned the securities held by American Resources Inc. |
| (3) | Each Restricted Stock Unit represents the contingent right to receive, at vesting and upon settlement, one share of common stock. |
| (4) | Each Performance-Based Restricted Stock Unit represents the contingent right to receive, at vesting and upon settlement, shares of common stock of the Issuer. The actual number of shares issuable upon vesting may range from 0% to 200% of the target award based upon the level of achievement of the applicable performance criteria. |
| (5) | The Restricted Stock Units (RSUs) vest, if at all, at the rate of (i) 1/3 of the total number of RSUs on the one (1) year anniversary of the January 1, 2026 vesting commencement date (the VCD); (ii) 1/3 of the total number of RSUs on the two (2) year anniversary of the VCD; and (iii) 1/3 of the total number of RSUs on the three (3) year anniversary of the VCD, subject to the Reporting Persons continued service to the Company on such vesting dates, and subject to the terms and conditions of a Restricted Stock Unit Award Grant Agreement entered into between the Company and the Reporting Person. RSUs do not expire; they either vest or are forfeited prior to vesting date. Issued under the Issuers 2021 Equity Incentive Plan. |
| (6) | The Performance-Based Restricted Stock Units (PBRSUs), which PBRSUs will be earned based on the performance metrics applicable to the Issuers performance-based equity award program previously approved for management for the fiscal 2026 through fiscal 2028 performance period, which generally provide for the cliff-vesting of 100% of the PBRSUs on December 31, 2028, subject to the Reporting Persons continued service through that date and based on the Issuers total shareholder return (TSR) over the period, with payout ranging from 0% to 200% of target based on relative TSR percentile ranking against a defined peer group, and further subject to the terms and conditions of a Performance-Based Restricted Stock Unit Award Grant Agreement entered into between the Issuer and the Reporting Person. PBRSUs do not expire; they either vest or are forfeited prior to vesting. Issued under the Issuer's 2021 Equity Incentive Plan. |
| (7) | The Target number of shares is reported. Possible payout ranges from 0% to 200%, based on the level of achievement of the applicable performance criteria during the applicable performance period. |
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Remarks: See Power of Attorney filed as Exhibit 24.1 to the Form 4 filed by Reporting Person on January 15, 2020. |
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