David E. K. Frischkorn, Jr.
Ramaco ResourcesAbout David E. K. Frischkorn, Jr.
Independent director of Ramaco Resources (METC) since January 2021; age 74. Veteran energy investment banker with 40+ years experience; prior senior roles at Jefferies, Dahlman Rose & Co., and Seaport Global. Holds an MBA in Finance & Accounting from Columbia Business School and a BA in Economics & German from Tufts University. Determined independent under Nasdaq rules and serves on three board committees, chairing Finance & Investment.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Seaport Global Holdings LLC | Managing Director, Corporate Finance | Nov 2011 – Dec 2017 | Energy corporate finance coverage and execution |
| Dahlman Rose & Company LLC | Vice Chairman – Corporate Finance | Sep 2004 – Sep 2011 | Energy investment banking leadership |
| Jefferies & Co. | Managing Director, Energy Group | Aug 1996 – Feb 2003 | Energy group management and deal leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No public company directorships disclosed in last five years |
Board Governance
- Committee assignments (2024): Audit (member), Compensation (member), Finance & Investment (Chair). The Finance & Investment Committee oversees capital assets and financing strategy.
- Independence: Board affirms independence for Mr. Frischkorn (director and for audit/comp committee service) under Nasdaq and SEC Rule 10A-3.
- Attendance and engagement: Board met 4x; committees held 24 total meetings in 2024; each director attended more than 75% of applicable meetings; all directors attended 2024 annual meeting.
- Executive sessions: Independent director sessions held without management.
- Oversight signals: Audit Committee (of which he is a member) oversees financial reporting and cybersecurity; the company changed auditors to Grant Thornton in 2024; management previously disclosed a 2023 material weakness around documentation of accounting policies and controls.
| Committee | Membership | Chair | 2024 Meetings |
|---|---|---|---|
| Audit | Yes | No | 8 |
| Compensation | Yes | No | 3 |
| Finance & Investment | Yes | Yes | 3 |
Fixed Compensation (Director)
| Year | Cash Retainer ($) | Committee Chair Fees ($) | Equity Granted (Type/Shares) | Equity Grant Date | Vesting | Equity Grant Date Fair Value ($) | Total ($) |
|---|---|---|---|---|---|---|---|
| 2024 | 125,000 | 25,000 | Restricted stock, 5,297 sh | Feb 29, 2024 | Fully vested Jan 2025 | 93,121 | 243,121 |
Notes: Non-employee director compensation is cash retainer plus committee chair fee (for Finance & Investment), plus annual equity. All amounts per 2025 proxy (for FY2024 service).
Performance Compensation (Director)
- Structure: Non-employee directors received time-based restricted stock (not options; no performance metrics). The February 29, 2024 grant of 5,297 shares vested fully in January 2025; grant-date fair value $93,121.
- No option awards, performance share units, or performance metrics are disclosed for directors; equity is time-based only.
| Component | Instrument | Grant Date | Shares/Units | Vesting Terms | Grant-Date Fair Value ($) |
|---|---|---|---|---|---|
| Annual equity (2024) | Restricted stock | Feb 29, 2024 | 5,297 | Vested Jan 2025 | 93,121 |
Other Directorships & Interlocks
- Other public boards: None disclosed in biography for last five years.
- Compensation Committee interlocks: Company discloses no interlocks or insider participation for 2024; he served on Compensation Committee.
Expertise & Qualifications
- Education: MBA (Finance & Accounting), Columbia Business School; BA (Economics & German), Tufts University.
- Domain expertise: Four decades in energy investment banking (corporate finance, capital markets, M&A) supporting his roles on Audit, Compensation, and Finance & Investment.
Equity Ownership
| Holder | As-of Date | Class A Shares | Class B Shares | Total Shares | % of Class |
|---|---|---|---|---|---|
| David E. K. Frischkorn, Jr. | Apr 29, 2025 | 53,884 | 9,630 | 63,514 | <1% |
Context: Total shares outstanding as of record date were 54,693,210 (44,407,741 Class A; 10,285,469 Class B).
Related-Party Transactions and Conflicts
- Policy and controls: Audit Committee reviews related-person transactions; hedging/monetization of company stock is prohibited.
- Disclosed transactions: 2024 transactions involve CEO’s family members and a former director’s law firm; no related-party transactions disclosed involving Mr. Frischkorn.
Risk Indicators & Signals
- Internal controls: A 2023 material weakness related to documentation was disclosed; Grant Thornton appointed in 2024. As an Audit Committee member, Mr. Frischkorn is part of the body overseeing remediation.
- Hedging/pledging: Hedging or monetization of company securities is prohibited by policy (reduces misalignment risk).
- Independence: Affirmatively determined independent for board, audit, and compensation committees.
- Attendance: Met company’s standard (each director >75% of applicable meetings in 2024).
Governance Assessment
- Strengths: Independent status; chairs Finance & Investment Committee; substantial energy corporate finance experience; serves on Audit and Compensation—key levers for capital allocation, pay design, and oversight. Director pay mix includes meaningful equity, promoting alignment; equity vests over time, not tied to short-term metrics.
- Watch items: Company disclosed a 2023 material weakness in internal control documentation; ongoing audit firm transition (Grant Thornton 2024) places emphasis on Audit Committee oversight effectiveness. No director-specific conflicts disclosed, but the board oversees several related-party arrangements with CEO-affiliated persons/entities. Continued monitoring of remediation progress and related-party oversight is warranted.
- Overall: Mr. Frischkorn’s background complements his committee roles; independence and attendance thresholds are met; compensation and ownership indicate alignment without red flags. The most material governance sensitivity pertains to enterprise-level control remediation and related-party transaction oversight, both under committees on which he serves.