{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-25-024771","form_type":"8-K","ticker":"ALTO","cik":"0000778164","company_name":"Alto Ingredients, Inc.","filed_at":"2025-03-18T23:59:59+00:00","discovered_at":"2026-05-14T18:03:06.330864+00:00","generated_at":"2026-05-24T14:51:03.214989+00:00","sec_items":["1.01","5.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Alto Ingredients settles with activist Radoff/Torok; two directors not standing for re-election","bullets":["Chairman Douglas L. Kieta and director Michael D. Kandris will not stand for re-election at June 25, 2025 annual meeting.","Board will have sole discretion to fill the vacancies created by their departures.","Radoff/Torok Group agrees to vote for Board nominees and abide by standstill through 2026 annual meeting.","Standstill restricts Radoff/Torok from acquiring >19.9% of ALTO, nominating directors, or soliciting proxies.","No disagreements with company operations or policies cited; departures are part of the agreement."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-25-024771","json":"https://secwatch.observer/filing/0001213900-25-024771.json","markdown":"https://secwatch.observer/filing/0001213900-25-024771.md","text":"https://secwatch.observer/filing/0001213900-25-024771.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/778164/000121390025024771/0001213900-25-024771-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/778164/000121390025024771/ea0234644-8k_altoingred.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-24T14:51:03.214989+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"88d2743cea","claim":"Douglas L. Kieta departed as Chairman of the Board at Alto Ingredients, Inc..","evidence_excerpt":"On March 17, 2025, Douglas L. Kieta, the Chairman of the Board of the Company notified the Company that he will not stand for re-election to the Board at the Company’s upcoming 2025 Annual Meeting to be held on June 25, 2025, and therefore his term as a director will end at the 2025 Annual Meeting.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/778164/000121390025024771/0001213900-25-024771-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"will not stand for re-election"},{"label":"Role","value":"Chairman of the Board"}],"fact_type":"executive_change"},{"claim_id":"eaac59be05","claim":"Michael D. Kandris departed as Director at Alto Ingredients, Inc..","evidence_excerpt":"On March 17, 2025, Michael D. Kandris, a member of the Board, notified the Company that he will not stand for re-election to the Board at the Company’s upcoming 2025 Annual Meeting, and therefore his term as a director will end at the 2025 Annual Meeting.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/778164/000121390025024771/0001213900-25-024771-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"will not stand for re-election"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}