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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 23, 2024

MGP Ingredients, Inc.
(Exact name of registrant as specified in its charter)
Kansas0-1719645-4082531
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
Cray Business Plaza
100 Commercial Street
Box 130
Atchison, Kansas 66002
(Address of principal executive offices) (Zip Code)

(913) 367-1480
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):
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)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, no par valueMGPINASDAQ Global Select Market
 
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 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of MGP Ingredients, Inc. (the “Company”) was held on May 23, 2024. At the Annual Meeting, the following matters were submitted to a vote of stockholders and the results of the vote were as follows:

1. Elected nine directors.

(i) The individuals listed below were elected by holders of the Company’s common stock to serve as Group A directors.
Director
For
Against
Abstain
Broker Non-Votes
Thomas A. Gerke18,392,164200,28420,3511,293,310
Donn Lux18,532,97859,72420,0971,293,310
Kevin S. Rauckman18,225,465366,98520,3491,293,310
Todd B. Siwak18,406,344186,20520,2501,293,310

(ii) The individuals listed below were elected by holders of the Company’s preferred stock to serve as Group B directors.
Director
For
Withheld
Broker Non-Votes
David S. Bratcher315
0
0
Neha J. Clark315
0
0
Preet H. Michelson315
0
0
Lori L.S. Mingus29718
0
Karen L. Seaberg315
0
0

2. The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2024.
Class
For
Against
Abstain
Broker Non-Votes
Common Stock
19,622,320264,96218,8270
Preferred Stock
315000

3. The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.
Class
For
Against
Abstain
Broker Non-Votes
Common Stock
18,166,696404,78941,3141,293,310
Preferred Stock
2971800

4. The Company’s stockholders approved the MGP Ingredients, Inc. 2024 Equity Incentive Plan.

Class
For
Against
Abstain
Broker Non-Votes
Common Stock
17,752,564835,24324,9921,293,310
Preferred Stock
2971800



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.


                        MGP INGREDIENTS, INC.
Date: May 28, 2024
By:/s/ Brandon M. Gall
Brandon M. Gall, Vice President, Finance and Chief Financial Officer