UNITED STATES
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FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders
The 2025 Annual Meeting of Stockholders (“Annual Meeting”) of Alto Ingredients, Inc. (the “Company”) was held on June 25, 2025. The following proposals were approved at the Annual Meeting by the votes indicated:
Proposal One: To elect six directors to serve on the Company’s board of directors until the next annual meeting of stockholders and/or until their successors are duly elected and qualified. The nominees for election were Bryon T. McGregor, Maria G. Gray, Gilbert E. Nathan, Dianne S. Nury, Jeremy T. Bezdek and Alan R. Tank.
The following nominees were elected by the votes indicated to serve as directors until the next annual meeting of stockholders and/or until their successors are duly elected and qualified:
| Name | Total Votes for Director | Total Votes Withheld from Director | Total Broker Non-Votes | |||||||||
| Bryon T. McGregor | 22,048,108 | 6,268,972 | 21,963,347 | |||||||||
| Maria G. Gray | 21,608,191 | 6,708,889 | 21,963,347 | |||||||||
| Gilbert E. Nathan | 23,836,559 | 4,480,521 | 21,963,347 | |||||||||
| Dianne S. Nury | 21,661,055 | 6,656,025 | 21,963,347 | |||||||||
| Jeremy T. Bezdek | 24,554,519 | 3,762,561 | 21,963,347 | |||||||||
| Alan R. Tank | 24,530,026 | 3,787,054 | 21,963,347 | |||||||||
Proposal Two: To approve the 2024 compensation of the Company’s named executive officers, as disclosed in the proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission (“say-on-pay”).
| Total Votes | ||||
| For | 20,574,474 | |||
| Against | 7,267,671 | |||
| Abstain | 474,935 | |||
| Broker Non-Votes | 21,963,347 | |||
Proposal Three: To recommend conducting an advisory vote on executive compensation every one, two or three years.
| Total Votes | ||||
| One Year | 19,674,028 | |||
| Two Years | 383,152 | |||
| Three Years | 6,798,561 | |||
| Abstain | 1,461,339 | |||
Proposal Four: To ratify the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025.
| Total Votes | ||||
| For | 47,661,181 | |||
| Against | 2,345,208 | |||
| Abstain | 274,038 | |||
| Broker Non-Votes | N/A | |||
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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: June 25, 2025 | ALTO INGREDIENTS, INC. | |
| By: | /s/ AUSTE M. GRAHAM | |
| Auste M. Graham, | ||
| Chief Legal Officer & Secretary | ||
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