AMCON Distributing Company held its annual meeting of stockholders on Friday, December 21, 2018, at which meeting our stockholders voted upon the following matters:
| · | The election of two Class I directors to hold office for a three-year term expiring at our annual meeting of stockholders following our 2021 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 2019 fiscal year; and |
| · | The approval of our 2018 Omnibus Incentive Plan. |
Election of Directors
At the annual meeting, Jeremy W. Hobbs and Stanley Mayer each was elected as a Class I 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 |
| Jeremy W. Hobbs | 463,986 | 35,763 |
| Stanley Mayer | 490,783 | 8,966 |
There were 67,686 broker non-votes with respect to this matter.
In addition to the two Class I directors elected at the annual meeting, the persons continuing their term of office as members of our board of directors are:
| Class II Directors (term to expire at the annual meeting following our 2019 fiscal year) |
Christopher H. Atayan Raymond F. Bentele |
| Class III Directors (term to expire at the annual meeting following our 2020 fiscal year) |
Andrew C. Plummer John R. Loyack Timothy R. Pestotnik |
Ratification and Approval of Independent Registered Public Accounting Firm
At the annual meeting, the selection of RSM US LLP as our independent registered public accounting firm for our 2019 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 | 566,543 | 76 | 816 |
There were no broker non-votes with respect to this matter.
Approval of 2018 Omnibus Incentive Plan
At the annual meeting, our 2018 Omnibus Incentive Plan was 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 |
| Approval of our 2018 Omnibus Incentive Plan | 456,406 | 43,002 | 341 |
There were 67,686 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 16, 2018.
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Item 8.01 Other Events.
On December 21, 2018, the board of directors of AMCON Distributing Company authorized the repurchase of up to 75,000 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.
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