INGLES MARKETS INC
For the period ended Feb 13, 2024. Filed Jan 4, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Feb 13, 2024 · Filed Jan 4, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
| Filed by the Registrant ☒ | | | Filed by a Party other than the Registrant ☐ |
|---|
Check the appropriate box:
| ☐ | | | Preliminary Proxy Statement |
|---|---|---|---|
| ☐ | | | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | | | Definitive Proxy Statement |
| ☐ | | | Definitive Additional Materials |
| ☐ | | | Soliciting Material under §240.14a-12 |
INGLES MARKETS, INCORPORATED
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
| Payment of Filing Fee (Check all boxes that apply): | |||
|---|---|---|---|
| ☒ | | | No fee required. |
| ☐ | | | Fee paid previously with preliminary materials. |
| ☐ | | | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
INGLES MARKETS, INCORPORATED
P.O. BOX 6676
ASHEVILLE, NORTH CAROLINA 28816
NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON TUESDAY, FEBRUARY 13, 2024
To the Stockholders of Ingles Markets, Incorporated:
NOTICE IS HEREBY GIVEN that Ingles Markets, Incorporated (the “Company”) will hold its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) at the Grove Park Inn, 290 Macon Avenue, Asheville, North Carolina 28804 on Tuesday, February 13, 2024, at 11:00 a.m. Eastern Time, for the following purposes:
| 1. | To elect eight directors to serve until the 2025 Annual Meeting of Stockholders; |
| 2. | To consider and vote on a non-binding approval of the Company’s compensation for named executive officers, as disclosed in this Proxy Statement; |
| 3. | To vote on a stockholder proposal regarding cage free egg progress disclosure, if properly presented at the Annual Meeting; |
| 4. | To vote on a stockholder proposal concerning risk disclosure related to consumer expectations on significant policy matters, if properly presented at the Annual Meeting; and |
| 5. | To consider any other business that is properly presented at the Annual Meeting and any adjournment or postponement thereof. |
The foregoing proposals and other matters relating to the Annual Meeting are described in the Proxy Statement that accompanies this Notice.
Only stockholders of record of the Company’s Class A Common Stock, $0.05 par value per share, and Class B Common Stock, $0.05 par value per share, at the close of business on December 15, 2023, are entitled to notice of and to vote at the Annual Meeting and any adjournment or postponement thereof. We will make available at the Company’s corporate offices a list of stockholders as of the close of business on December 15, 2023, for inspection during normal business hours during the ten-day period immediately preceding the Annual Meeting.
Pursuant to rules adopted by the Securities and Exchange Commission, we have provided access to our proxy materials over the Internet. Accordingly, we are sending a Notice of Internet Availability of Proxy Materials, referred to as the E-proxy notice, on or about January 4, 2024, to our stockholders of record on December 15, 2023. The E-proxy notice contains instructions for your use of this process, including how to access our Proxy Statement and 2023 Annual Report and how to vote. In addition, the E-proxy notice contains instructions on how you may receive a paper copy of the Proxy Statement and 2023 Annual Report or elect to receive your Proxy Statement and 2023 Annual Report over the Internet.
It is important that your shares be represented at the Annual Meeting. Whether or not you plan to attend the Annual Meeting, please vote by proxy as soon as possible over the Internet as instructed in the E-proxy notice, or, if you receive paper copies of the proxy materials by mail, you can also vote by mail by following the instructions on the proxy card. If you are a holder of record of common stock, you may also cast your votes in person at the Annual Meeting. If your shares are held in “street name” (that is, held for your account by a broker or other nominee), you will receive instructions from your broker or other nominee as to how to vote your shares.
| | | By Order of the Board of Directors |
| | | |
| | | Robert P. Ingle, II Chairman of the Board |
Asheville, North Carolina
January 4, 2024
YOUR VOTE IS IMPORTANT.
PLEASE VOTE OVER THE INTERNET AS INSTRUCTED IN THESE MATERIALS OR COMPLETE, DATE, SIGN AND RETURN A PROXY CARD AS PROMPTLY AS POSSIBLE.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.