AMCON DISTRIBUTING COMPANY (NASDAQ:DIT) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07
Submission of Matters to a Vote of Security Holders. |
AMCON Distributing Company held its annual meeting of
stockholders on Thursday, December 22, 2016, at which meeting our
stockholders voted upon the following matters:
stockholders on Thursday, December 22, 2016, at which meeting our
stockholders voted upon the following matters:
The election of two Class II directors to hold office for
a three-year term expiring at our annual meeting of stockholders following our 2019 fiscal year, and until their respective successors are duly elected and qualified or until their respective earlier resignation or removal; |
The ratification and approval of the selection of RSM US
LLP as our independent registered public accounting firm for our 2017 fiscal year; and |
The advisory approval of the compensation of our
executives disclosed in the proxy statement for this annual meeting to the compensation disclosure rules of the Securities and Exchange Commission. |
Election of Directors
At the annual meeting, Christopher H. Atayan and Raymond F.
Bentele each was elected as a Class II director. The following is
a summary of the votes cast at the annual meeting with respect to
the election of directors:
Bentele each was elected as a Class II 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
|
448,669
|
7,498
|
|
Raymond F. Bentele
|
448,598
|
7,569
|
There were 119,788 broker non-votes with respect to this
matter.
matter.
In addition to the two Class II directors elected at the annual
meeting, the persons continuing their term of office as members
of our board of directors are:
meeting, the persons continuing their term of office as members
of our board of directors are:
Class I Directors (term to expire at the annual meeting
following our 2018 fiscal year) |
|
Jeremy W. Hobbs
|
|
Stanley Mayer
|
|
Class III Directors (term to expire at the annual
meeting following our 2017 fiscal year) |
|
Kathleen M. Evans
|
|
John R. Loyack
|
|
Timothy R. Pestotnik
|
Ratification and Approval of Independent Registered Public
Accounting Firm
Accounting Firm
At the annual meeting, the selection of RSM US LLP as our
independent registered public accounting firm for our 2017 fiscal
year was ratified and approved. The following is a summary of the
votes cast at the annual meeting with respect to this matter:
independent registered public accounting firm for our 2017 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
|
572,752
|
1,607
|
1,596
|
There were no broker non-votes with respect to this matter.
Advisory Approval of Executive Compensation
At the annual meeting, stockholders provided advisory approval of
the compensation of our executives disclosed in the proxy
statement for the annual meeting to the compensation disclosure
rules of the Securities and Exchange Commission. The following is
a summary of the votes cast at the annual meeting with respect to
this matter:
the compensation of our executives disclosed in the proxy
statement for the annual meeting to the compensation disclosure
rules of the Securities and Exchange Commission. 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
|
||
Advisory approval of executive compensation
|
428,010
|
28,040
|
There were 119,788 broker non-votes with respect to this matter.
Additional information regarding the matters voted on at the
annual meeting is contained in our proxy statement dated
November 18, 2016.
annual meeting is contained in our proxy statement dated
November 18, 2016.
* * *
Item 8.01 | Other Events. |
On December 22, 2016, the board of directors of AMCON
Distributing Company authorized the repurchase of up to 50,000
shares of our Company’s common stock in any combination of open
market or privately negotiated transactions. This share
repurchase authorization replaces the authorization previously
provided by the board of directors for the repurchase of shares,
which was terminated.
Distributing Company authorized the repurchase of up to 50,000
shares of our Company’s common stock in any combination of open
market or privately negotiated transactions. This share
repurchase authorization replaces the authorization previously
provided by the board of directors for the repurchase of shares,
which was terminated.
Under this share repurchase authorization, our Company may
repurchase shares from time to time, in amounts, at prices, and
at such times as management deems appropriate, subject to market
conditions, legal requirements and other considerations. It is
anticipated that any repurchases under this authorization would
be funded from cash on hand and available borrowings under our
Company’s existing revolving credit facility. Our Company is not
obligated to repurchase any specific number of shares and this
share repurchase authorization may be suspended, modified or
terminated at any time without prior notice.
repurchase shares from time to time, in amounts, at prices, and
at such times as management deems appropriate, subject to market
conditions, legal requirements and other considerations. It is
anticipated that any repurchases under this authorization would
be funded from cash on hand and available borrowings under our
Company’s existing revolving credit facility. Our Company is not
obligated to repurchase any specific number of shares and this
share repurchase authorization may be suspended, modified or
terminated at any time without prior notice.
* * *
About AMCON DISTRIBUTING COMPANY (NASDAQ:DIT)