UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of Earliest event Reported): September 6, 2023

     

arec_8kimg2.jpg

   

American Resources Corporation

(Exact name of registrant as specified in its charter)

 

Florida

 

000-55456

 

46-3914127

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

12115 Visionary Way, Suite 174, Fishers Indiana, 46038

(Address of principal executive offices)

 

(317) 855-9926

(Registrant’s telephone number, including area code)

 

________________________________________________

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See: General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

 

 

    

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Effective September 6, 2023, the Board of Directors (the “Board”) of American Resources Corporation (or the “Company”) appointed Josh Hawes to the Board of Directors. Mr. Hawes will serve as an Independent Director and a member of the Board’s Audit Committee.

 

Mr. Hawes is currently acting as an independent capital market strategist and recently served as the Chief Strategy Officer at USA Rare Earth, LLC and their Chief of Staff since 2020. Mr. Hawes obtained his Bachelor of Engineering from Auburn University.

 

Mr. Hawes will participate in the Company’s standard independent director compensation program, as described in the Company’s annual statement filed with the Securities and Exchange Commission. There is no arrangement or understanding pursuant to which Mr. Hawes was elected as a director, and there are no related party transactions between the Company and Mr. Hawes that would require disclosure under Item 404(a) of Regulation S-K.

 

Additionally, on September 6, 2023 Michael Layman stepped down as an independent director of the board effective immediately and will assume an advisory role with the Company on its Advisory Board. Mr. Layman served as a member of the Board’s Audit Committee. Mr. Layman’s decision to step down was not due to any disagreement with the Company, including with respect to any matter relating to the Company’s operations, policies or practices.

 

Item 7.01 Regulation FD Disclosure.

 

On September 6, 2023, American Resources Corporation issued a press release regarding Mr. Hawes’ appointment to the Company’s Board of Directors.

 

The information presented in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

The following exhibits are attached hereto and filed herewith.

 

Exhibit

No.

 

Description

99.1

 

Press Release Dated September 6, 2023

 

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

American Resources Corporation

 

 

 

 

 

Date: September 6, 2023

By

/s/  Mark C. Jensen

 

 

 

Mark C. Jensen

 

 

 

Chief Executive Officer

 

 

 

3

 

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Cover
Sep. 06, 2023
Cover [Abstract]  
Entity Registrant Name American Resources Corporation
Entity Central Index Key 0001590715
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company false
Document Period End Date Sep. 06, 2023
Entity File Number 000-55456
Entity Incorporation State Country Code FL
Entity Tax Identification Number 46-3914127
Entity Address Address Line 1 12115 Visionary Way
Entity Address City Or Town Fishers
Entity Address State Or Province IN
Entity Address Postal Zip Code 46038
City Area Code 317
Local Phone Number 855-9926
Security 12b Title Class A Common, $0.0001 Par Value
Trading Symbol AREC
Security Exchange Name NASDAQ
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Entity Address Address Line 2 Suite 174

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