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)

May 6, 2020

GREEN PLAINS INC.

(Exact name of registrant as specified in its charter)

Iowa

(State or other jurisdiction of incorporation)

001-32924	84-1652107
(Commission file number)	(IRS employer identification no.)
1811 Aksarben Drive, Omaha, Nebraska	68106
(Address of principal executive offices)	(Zip code)

(402) 884-8700

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.001 per share	GPRE	The Nasdaq Stock Market LLC

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:

☐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 (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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.

The company held its 2020 annual meeting of shareholders virtually on May 6, 2020. All matters voted on were approved. The numbers of shares cast for, against or withheld are as follows:

1.Proposal to elect three directors, each to serve three-year terms that expire at the 2023 annual meeting.

Nominee Name	For	Withheld
Jim Anderson	24,339,100	2,479,619
Wayne Hoovestol	17,050,321	9,768,398
Ejnar Knudsen	24,515,460	2,303,260

There were 3,423,738 broker non-votes with respect to this matter.

2.Proposal amend the Green Plains Inc. 2019 Equity Incentive Plan.

For	Against	Abstain
26,271,782	534,845	12,092

There were 3,423,738 broker non-votes with respect to this matter.

3.Proposal to ratify the selection of KPMG LLP as the Company’s independent registered public accountants for the year ending December 31, 2020.

For	Against	Abstain
29,556,570	685,282	605

4.Proposal to cast an advisory vote to approve the company’s executive compensation.

For	Against	Abstain
25,949,477	830,316	38,926

There were 3,423,738 broker non-votes with respect to this matter.

No other matters were voted on at the annual meeting.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed as part of this report.

Exhibit No.	Description of Exhibit
104	Cover Page formatted in Inline Extensible Business Reporting Language (iXBRL).

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.

Date: May 6, 2020 Green Plains Inc. By: /s/ Michelle Mapes           Michelle Mapes
‎Chief Legal & Administration Officer and Corporate Secretary