UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Act of 1934
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
The Company held its Annual Meeting on Thursday, December 19, 2024, at which Annual Meeting the Company’s stockholders voted upon the following matters:
| · | The election of six members of the Company’s board of directors, and |
| · | The ratification and approval of the selection of RSM US LLP as the Company’s independent registered public accounting firm for the Company’s 2025 fiscal year. |
Election of Directors
At the Annual Meeting, Christopher H. Atayan, Jeremy W. Hobbs, John R. Loyack, Stanley Mayer, Timothy R. Pestotnik and Andrew C. Plummer each was elected as a director. The following is a summary of the votes cast at the Annual Meeting with respect to the election of directors:
| Name | Votes in Favor | Votes Withheld | ||||||
| Christopher H. Atayan | 549,961 | 3,379 | ||||||
| Jeremy W. Hobbs | 552,954 | 386 | ||||||
| John R. Loyack | 542,791 | 10,549 | ||||||
| Stanley Mayer | 549,661 | 3,679 | ||||||
| Timothy R. Pestotnik | 498,863 | 54,477 | ||||||
| Andrew C. Plummer | 552,449 | 891 | ||||||
There were 41,624 broker non-votes with respect to this matter.
Ratification and Approval of Independent Registered Public Accounting Firm
At the Annual Meeting, the selection of RSM US LLP as the Company's independent registered public accounting firm for the Company's 2025 fiscal year was ratified and approved. The following is a summary of the votes cast at the Annual Meeting with respect to this matter:
| Votes in Favor |
Votes Against |
Votes Abstaining | ||||
| Ratification and approval of the selection of RSM US LLP | 591,696 | 3,268 | ̶ |
There were no broker non-votes with respect to this matter.
| Item 8.01 | Other Events. |
On December 19, 2024, the Company's board of directors declared a special cash dividend of $0.28 per common share. This cash dividend is payable on January 31, 2025 to shareholders of record as of December 30, 2024. A press release announcing the dividend is set forth in Exhibit 99.1 of this report.
| Item 9.01 | Financial Statements and Exhibits. |
| EXHIBIT NO. | DESCRIPTION |
| 99.1 | Press release, dated December 19, 2024, issued by AMCON Distributing Company. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMCON DISTRIBUTING COMPANY | |
| (Registrant) |
| Date: December 19, 2024 | /s/ Charles J. Schmaderer | |
| Name: | Charles J. Schmaderer | |
| Title: | Vice President, Chief Financial Officer and Secretary | |