2026 Annual Meeting of Stockholders of Alto Ingredients, Inc.
Tuesday, June 23, 2026 – 9:00 AM CDT
Letter to the Stockholders
Dear Fellow Stockholders:
Alto Ingredients, Inc.’s financial results for 2025 reflect continued execution of the Company’s strategic initiatives designed to improve operational performance, diversify revenue streams, and enhance returns on assets. Beginning in late 2024 and through the first quarter of 2025, the Company implemented actions to improve its operating model. These actions included aligning staffing levels with the Company’s current operating footprint, removing structural costs, exiting certain underperforming activities in the Marketing and Distribution segment, and continuing to evaluate opportunities to unlock long‑term value through the Western asset optimization and monetization plan. At the same time, the Company invested in improving operational efficiency and throughput across its plants and maintained operational discipline in support of its diversification efforts. As a result of these actions and favorable operating conditions, net income increased by $72 million to $12 million for 2025 compared to 2024, and adjusted EBITDA grew by $53 million to $45 million.
Renewable fuel export sales were one example of the Company’s diversification strategy. Beginning in late 2024 and throughout 2025, the Company’s Pekin Campus facilities shipped qualified renewable fuel to international markets, including the European Union. These export sales contributed to the Company’s financial results for the year. Another diversification initiative included the Company’s acquisition, at the beginning of 2025, of a beverage‑grade liquid carbon dioxide processing facility located adjacent to its Columbia ethanol plant in Boardman, Oregon. The Company integrated the acquired operations and realized operational efficiencies, and the business contributed to results within the Western segment during 2025. Demand for liquid carbon dioxide remained strong in the Pacific Northwest due to supply constraints and industrial and food‑and‑beverage end‑market demand. The Company expects to continue evaluating opportunities to expand throughput and storage capacity, subject to market conditions and capital availability.
During 2025, legislation extending the Section 45Z clean fuel production tax credit through the end of 2029 was enacted. Both the Columbia and Pekin dry mill facilities qualified for a $0.10 per‑gallon gross tax credit for 2025, and the Company recorded $7.5 million of 45Z credit earnings for the year, net of estimated monetization costs. For 2026, based on current regulations and assumptions, the Company anticipates continued eligibility under the program; however, actual results may differ based on regulatory interpretation and market conditions. The Company continues to pursue opportunities to lower the carbon intensity of its operations.
Having completed key initiatives to address losses at underperforming assets, remove structural costs, and reposition the portfolio toward higher‑value revenue streams, Alto Ingredients enters 2026 from a position of greater operating strength. The Company remains focused on disciplined capital allocation, maintaining cost controls, and executing initiatives intended to improve profitability and asset performance. Planned capital projects currently total approximately $25 million, subject to Board approval and prioritization based on expected returns.
In summary, the progress we’ve made is remarkable and we’re excited about the path forward. On behalf of everyone at Alto, thank you to all our stakeholders for your continued support of Alto Ingredients.
Invitation to our Annual Meeting
We cordially invite you to attend the 2026 annual meeting of stockholders of Alto Ingredients which will be held at 9:00 a.m., local time, on Tuesday, June 23, 2026, at our headquarters at 1300 South Second Street, Pekin, Illinois 61554. All stockholders of record at the close of business on April 28, 2026 are entitled to vote at the annual meeting. The formal meeting notice and Proxy Statement are attached.
At this year’s annual meeting, we will ask stockholders to (i) elect five directors; (ii) cast an advisory vote to approve our executive compensation; (iii) approve our 2026 Omnibus Incentive Plan; and (iv) ratify the appointment of RSM US LLP to serve as our independent registered public accounting firm for the year ending December 31, 2026.
In addition, stockholders will transact any other business that may properly come before the annual meeting. A report on the business operations of Alto Ingredients will also be presented at the meeting and stockholders will have an opportunity to ask questions.
We use the Internet as our primary means of furnishing proxy materials to our stockholders. Accordingly, most stockholders will not receive paper copies of our proxy materials. We will instead send each stockholder a notice with instructions for accessing the proxy materials and voting electronically over the Internet or by telephone. The notice also provides information on how stockholders may request paper copies of our proxy materials. We believe electronic delivery of our proxy materials and annual report will help us reduce the environmental impact and costs of printing and distributing paper copies and improve the speed and efficiency by which our stockholders can access these materials.
Whether or not you plan to attend the annual meeting, it is important that your shares are represented and voted at the meeting, and we urge you to vote as soon as possible. As an alternative to voting in person at the annual meeting, you may vote electronically over the Internet or by telephone, or if you receive a proxy card or voting instruction form in the mail, by mailing the completed proxy card or voting instruction form. Timely voting by any of these methods will ensure your representation at the annual meeting.
For admission to the annual meeting, each stockholder may be asked to present valid picture identification, such as a driver’s license or passport, and proof of ownership of our capital stock as of the record date, such as the enclosed proxy card or a brokerage statement reflecting stock ownership. As always, we encourage you to vote your shares prior to the annual meeting.
Thank you again for your ownership and support of Alto Ingredients. We hope that you will be able to join us on June 23rd.
Sincerely,
Bryon T. McGregor,
President and Chief Executive Officer