New directors join Core Natural Resources (CNR) board as shareholders back pay
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Core Natural Resources, Inc. reported results from its Annual Meeting of Stockholders held on April 30, 2026. Stockholders elected eight directors for one-year terms, including new board members Edward L. Doheny II and Ronald C. Keating. As of the March 6, 2026 record date, there were 50,750,366 shares of common stock entitled to vote.
Stockholders ratified Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, and approved on an advisory basis the compensation paid to named executive officers for 2025. The company also furnished a press release introducing Doheny and Keating and outlining their extensive leadership and board experience.
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8-K Event Classification
3 items: 5.07, 7.01, 9.01
3 items
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Shares entitled to vote: 50,750,366 shares
Vote for Edward L. Doheny II: 40,809,468 shares
Auditor ratification – For votes: 45,061,288 shares
+4 more
7 metrics
Shares entitled to vote
50,750,366 shares
Common stock outstanding as of March 6, 2026 record date
Vote for Edward L. Doheny II
40,809,468 shares
Shares voted for director election at April 30, 2026 meeting
Auditor ratification – For votes
45,061,288 shares
Votes for ratifying Ernst & Young LLP for 2026
Say-on-pay – For votes
40,057,737 shares
Advisory approval of 2025 named executive officer compensation
Auditor ratification – Against votes
75,451 shares
Votes against ratifying Ernst & Young LLP for 2026
Say-on-pay – Against votes
753,466 shares
Votes against 2025 named executive officer compensation
Broker non-votes on director elections
4,305,336 shares
Broker non-votes reported on each director proposal
Key Terms
broker non-votes, independent registered public accounting firm, advisory basis, Regulation FD Disclosure, +1 more
5 terms
broker non-votes financial
"Director Name | For | Withheld | Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
independent registered public accounting firm financial
"The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
advisory basis financial
"The compensation paid to the Company’s named executive officers in 2025 was approved on an advisory basis"
Regulation FD Disclosure regulatory
"Item 7.01 Regulation FD Disclosure."
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
Annual Meeting of Stockholders financial
"held its Annual Meeting of Stockholders (the “Annual Meeting”)"
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): April 30, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices)
(Zip code)
Registrant's telephone number, including area code:
(724 ) 416-8300
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 30, 2026, Core Natural Resources, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). As of the record date for the Annual Meeting, March 6, 2026, there were 50,750,366 shares of common stock outstanding and entitled to vote. The final voting results on the matters considered by stockholders at the Annual Meeting are provided below.
Proposal 1: James A. Brock, Edward L. Doheny II, Ronald C. Keating, Holly Keller Koeppel, Patrick A. Kriegshauser, Richard A. Navarre, Valli Perera and Joseph P. Platt were elected as directors, each for a one-year term expiring at the Company’s 2027 Annual Meeting of Stockholders by the following votes:
| Director Name | For | Withheld | Broker Non-Votes | ||||||||||||||
| James A. Brock | 40,602,812 | 260,727 | 4,305,336 | ||||||||||||||
| Edward L. Doheny II | 40,809,468 | 54,071 | 4,305,336 | ||||||||||||||
| Ronald C. Keating | 40,790,400 | 73,139 | 4,305,336 | ||||||||||||||
| Holly Keller Koeppel | 40,267,709 | 595,830 | 4,305,336 | ||||||||||||||
| Patrick A. Kriegshauser | 40,697,340 | 166,199 | 4,305,336 | ||||||||||||||
| Richard A. Navarre | 40,115,992 | 747,547 | 4,305,336 | ||||||||||||||
| Valli Perera | 40,468,236 | 395,303 | 4,305,336 | ||||||||||||||
| Joseph P. Platt | 40,582,356 | 281,183 | 4,305,336 | ||||||||||||||
Proposal 2: The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified, by the following votes:
| For: | 45,061,288 | ||||
| Against: | 75,451 | ||||
| Abstain: | 32,136 | ||||
Proposal 3: The compensation paid to the Company’s named executive officers in 2025 was approved on an advisory basis, by the following votes:
| For: | 40,057,737 | ||||
| Against: | 753,466 | ||||
| Abstain: | 52,336 | ||||
| Broker Non-Votes: | 4,305,336 | ||||
Item 7.01 Regulation FD Disclosure.
A copy of the Company’s press release announcing the election of Messrs. Doheny and Keating is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information set forth in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “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. The information set forth in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 99.1 Press release of Core Natural Resources, Inc. dated April 30, 2026
Exhibit 104 Cover Page Interactive Date File (embedded within the Inline XBRL document)
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.
| Core Natural Resources, Inc. | ||||||||
| (Registrant) | ||||||||
| By: | /s/ MITESHKUMAR B. THAKKAR | |||||||
| Miteshkumar B. Thakkar | ||||||||
| President and Chief Financial Officer | ||||||||
Dated: April 30, 2026
Exhibit 99.1
Ted Doheny and Ron Keating Elected to Core Natural Resources’ Board of Directors
CANONSBURG, Pa., April 30, 2026 /PRNewswire/ – Today, Core Natural Resources, Inc. (NYSE: CNR) (“Core,” the “company,” “we” or “our”) announced that Edward L. Doheny II and Ronald C. Keating have been elected to its board of directors at Core’s Annual Meeting of Stockholders held on April 30, 2026.
“We are extremely pleased to welcome Ron and Ted to the Core board,” said Jimmy Brock, Core’s chairman and chief executive officer. “Both are proven leaders with exceptional track records of driving operational excellence, innovation, growth and stockholder value, and both bring tremendous business acumen and a wealth of board-related experiences to our high-performing board. I look forward to working with Ted, Ron and the rest of the board to realize Core’s great potential, while operating in tight alignment with our core values of safety and compliance, continuous improvement, and financial performance.”
Ron Keating currently serves as president and chief executive officer of Excelitas Technologies Corp., a leading provider of industrial technologies, precision instrumentation, measurement, and control systems. Prior to joining Excelitas, Keating served as president and chief executive officer of Evoqua Water Technologies, a leading provider of global water treatment solutions and services. Keating also served as president, chief executive officer and chairman of the board of Contech Engineered Solutions Inc., a manufacturer of infrastructure products. Earlier in his career, Keating held a range of senior executive positions at Kennametal Inc., including vice president and president of the Metalworking Solutions and Services Group, and also held various management positions at Ingersoll-Rand Inc. He currently serves on the board of directors of Hayward Holdings, Inc. and is a past director of Enpro Inc., Evoqua Water Technologies Corp., and US Ecology, Inc. Keating holds an M.B.A. from the Kellogg School of Management at Northwestern University and a B.S. in Industrial Distribution from Texas A&M University.
Ted Doheny currently serves as a senior advisor at the Boston Consulting Group. Prior to joining BCG, Doheny served as president and CEO of Sealed Air, a global packaging company; as president and CEO of Joy Global, a global mining equipment manufacturer until it was acquired by Komatsu America Corp. in 2017; and as president and chief operating officer of Joy Mining Machinery. Earlier in his career, Doheny spent 21 years at Ingersoll-Rand Corporation, holding leadership positions across the U.S., Europe, and Asia Pacific, culminating in his role as sector president of Industrial Technologies. In addition, he served as a director of John Bean Technologies, Joy Global, Sealed Air, and Eastman Chemical Company. He is a past member of the executive committee of the National Association of Manufacturers and the National Mining Association, and he was a founding board member of the Alliance to End Plastic Waste. Doheny earned a B.S. in Mechanical Engineering from Cornell University, where he was a Cornell National Scholar, and an M.S.M. in Business from Purdue University.
About Core Natural Resources, Inc.
Core Natural Resources, Inc. (NYSE: CNR) is a world-class producer of high-quality metallurgical and high calorific value thermal coals for the global marketplace. Core’s highly skilled workforce operates a best-in-sector portfolio of large-scale, low-cost longwall mines, including the Pennsylvania Mining Complex, Leer, Leer South, and West Elk mines, along with one of the world’s largest and most productive surface mines, Black Thunder. The company plays an essential role in meeting the world’s growing need for steel, infrastructure, and energy, while simultaneously serving the resurgent requirements of the U.S. power generation fleet. Core has an extensive and strategic logistical network – anchored by ownership positions in two East Coast marine export terminals – that provides reliable and efficient access to seaborne coal markets. The company’s deeply ingrained culture is grounded in safety and compliance, continuous improvement, and financial performance, with an emphasis on stakeholder engagement and stockholder returns. Core was created in January 2025 via the merger of long-time industry leaders CONSOL Energy and Arch Resources and is based in Canonsburg, Pennsylvania.
SOURCE: Core Natural Resources, Inc.
Contacts:
Investor:
Deck Slone, (314) 994-2766
deckslone@coreresources.com
Media:
Erica Fisher, (724) 416-8292
ericafisher@coreresources.com
FAQ
What did Core Natural Resources (CNR) stockholders approve at the 2026 annual meeting?
Stockholders elected eight directors to one-year terms, ratified Ernst & Young LLP as independent auditor for 2026, and approved 2025 executive compensation on an advisory basis. These outcomes confirm support for the company’s current board composition, audit firm, and executive pay program.
Who are the new directors elected to Core Natural Resources’ board?
Edward L. Doheny II and Ronald C. Keating were elected to the board. Both have served as presidents and chief executive officers at major industrial and packaging companies and hold extensive prior board experience, adding operational, global, and governance expertise to Core Natural Resources’ board.
Was Core Natural Resources’ auditor ratified by stockholders in 2026?
Yes. Stockholders ratified Ernst & Young LLP as Core Natural Resources’ independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification vote received strong support, with substantially more votes cast in favor than against or abstaining.
Did Core Natural Resources stockholders support 2025 executive compensation?
Yes. In an advisory say-on-pay vote, stockholders approved the compensation paid to Core Natural Resources’ named executive officers for 2025. Votes in favor materially exceeded votes against and abstentions, indicating broad shareholder backing for the company’s current executive pay structure.
What business is Core Natural Resources (CNR) engaged in?
Core Natural Resources produces high-quality metallurgical and high calorific value thermal coals for global markets. It operates large-scale longwall mines such as the Pennsylvania Mining Complex, Leer, Leer South, and West Elk, plus the Black Thunder surface mine, supported by strategic export terminal ownership.