UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2025 Annual Meeting of the Stockholders of Argan, Inc. (“Argan” or the “Company”) held on June 17, 2025, the following five (5) matters were resolved by the stockholders of Argan.
| (1) | The election of the following nine (9) members to the Board of Directors of the Company (the “Board”), each to serve until the 2026 Annual Meeting of Stockholders and until his/her successor has been elected and qualified or until his/her earlier resignation, death or removal: |
| • | Lisa L. Alexander |
| • | Cynthia A. Flanders |
| • | Peter W. Getsinger |
| • | William F. Griffin, Jr. |
| • | John R. Jeffrey, Jr. |
| • | William F. Leimkuhler |
| • | James W. Quinn |
| • | Karen A. Sweeney |
| • | David H. Watson |
| (2) | The non-binding advisory approval of the Company’s executive compensation (the “say-on-pay” vote). |
| (3) | The non-binding advisory vote on the frequency of the stockholder vote on the Company’s executive compensation (the “say-on-frequency” vote). |
| (4) | The approval of an amendment to the Company’s Certificate of Incorporation to limit the personal liability of certain officers in addition to the Company’s directors. |
| (5) | The ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accountants for the fiscal year ending January 31, 2026. |
Item 8.01. Other Events.
On June 17, 2025, Argan issued a press release announcing that its Board declared a regular quarterly cash dividend in the amount of $0.375 per share of common stock, payable on July 31, 2025 to stockholders of record at the close of business on July 23, 2025.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
Exhibit No. |
| Description |
99.1 |
| Results of Voting at the 2025 Annual Meeting of the Stockholders of Argan, Inc. |
99.2 | ||
104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | |
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.
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| ARGAN, INC. | ||||
Date: June 17, 2025 |
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| By: |
| /s/ Joshua S. Baugher | |
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| Joshua S. Baugher | |||
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| Senior Vice President, Chief Financial Officer and Treasurer | |||