August 15, 20240000821026false00008210262024-08-152024-08-15

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):August 15, 2024
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blackandwhiteandelogoa02.jpg
The Andersons, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Ohio000-2055734-1562374
(State of incorporation or organization)(Commission File Number)(I.R.S. Employer Identification No.)
1947 Briarfield Boulevard
Maumee, Ohio 43537
(Address of principal executive offices) (Zip Code)

(419) 893-5050
(Registrant’s telephone number, including area code)
__________________________________________
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:
[☐] 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 class: Trading Symbol Name of each exchange on which registered:
Common stock, $0.00 par value, $0.01 stated value ANDE The NASDAQ Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth company as defined in 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 8.01 Other Events

On August 15, 2024, the Board of Directors of The Andersons, Inc. ( the "Company") authorized a stock repurchase program pursuant to which the Company may repurchase up to $100 million of the Company’s outstanding common stock on or before August 15, 2027. Under the stock repurchase program, the Company may purchase shares of its common stock from time to time through various means, including open market transactions and privately negotiated transactions. Open market repurchases will be made in accordance with applicable securities laws and regulations, including Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and may be effected pursuant to Rule 10b5-1 under the Exchange Act. The manner, timing and amount of any stock repurchases will be determined by the Company’s management in its discretion based on its evaluation of various factors, including the trading price of the Company’s common stock, market and economic conditions, regulatory requirements and other corporate considerations. The stock repurchase program may be suspended or discontinued at any time.

A copy of the press release issued by the Company on August 15, 2024, announcing the stock repurchase program is included as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
Exhibit No.Description
99.1
104Inline XBRL for the cover page of this Current Report on Form 8-K



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.
The Andersons, Inc.
August 15, 2024By:/s/ Brian A. Valentine
Brian A. Valentine
Executive Vice President
and Chief Financial Officer


Exhibit 99.1
image_0a.jpg         NEWS RELEASE

Contact:     
Mike Hoelter
Vice President, Corporate Controller and Investor Relations
Phone: 419-897-6715
Email: investorrelations@andersonsinc.com

The Andersons, Inc. Declares Cash Dividend for Fourth Quarter 2024;
Announces $100 Million Share Repurchase Program
MAUMEE, Ohio, August 15, 2024 /PRNewswire/ -- The Andersons, Inc. (Nasdaq: ANDE) announces a fourth quarter 2024 cash dividend of 19 cents ($0.19) per share payable on October 22, 2024, to shareholders of record as of October 1, 2024. The company’s board of directors has also authorized a share repurchase program of up to $100 million of outstanding company common stock.

“Remaining disciplined in our capital allocation strategy has enabled us to retain flexibility with our balance sheet as we seek to continue growing our core business. This share repurchase program gives us an additional opportunity to return cash to our shareholders at the appropriate time and share valuation,” said Chairman and CEO Pat Bowe.

Shares will be repurchased from time-to-time in open market transactions. When, and if, shares are purchased will depend on stock price, market conditions, and other factors. Authorization of this program does not obligate share repurchase by The Andersons. The authorization for this plan will be in effect for a period of three years.

This is The Andersons 112th consecutive quarterly cash dividend since listing on the Nasdaq in February 1996.

About The Andersons, Inc.
The Andersons, Inc., named for 2024 to Forbes list of America's Most Successful Small Companies, Newsweek's list of America's Most Responsible Companies, and one of The Americas' Fastest Growing Companies by the Financial Times, is a diversified company rooted in agriculture that conducts business in the commodity merchandising, renewables, and nutrient & industrial sectors. Guided by its Statement of Principles, The Andersons is committed to providing extraordinary service to its customers, helping its employees improve, supporting its communities, and increasing the value of the company. For more information, please visit www.andersonsinc.com.

v3.24.2.u1
Cover page
Aug. 15, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Aug. 15, 2024
Entity Registrant Name Andersons, Inc.
Entity Incorporation, State or Country Code OH
Entity File Number 000-20557
Entity Tax Identification Number 34-1562374
Entity Address, Address Line One 1947 Briarfield Boulevard
Entity Address, City or Town Maumee
Entity Address, State or Province OH
Entity Address, Postal Zip Code 43537
City Area Code 419
Local Phone Number 893-5050
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, $0.00 par value, $0.01 stated value
Trading Symbol ANDE
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0000821026
Amendment Flag false
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