Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On January 12, 2021, Alto Ingredients, Inc. (the "Company") filed a Certificate
of Amendment of Certificate of Incorporation (the "Certificate of Amendment")
with the Secretary of State of the State of Delaware to change the Company's
corporate name from Pacific Ethanol, Inc. to Alto Ingredients, Inc., effective
January 12, 2021. The Company's new name will be reflected on The Nasdaq Capital
Market ("Nasdaq") on January 14, 2021. A copy of the Certificate of Amendment is
filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated
herein by this reference.
In connection with the name change, the board of directors of the Company also
amended the Company's amended and restated bylaws to reflect the corporate name
Alto Ingredients, Inc., also effective January 12, 2021 (the "Second Amended and
Restated Bylaws"). No other changes were made to the amended and restated
bylaws. A copy of the Second Amended and Restated Bylaws reflecting the new name
is filed as Exhibit 3.2 to this Current Report on Form 8-K and is incorporated
herein by this reference.
The Company's common stock, $0.001 par value per share ("Common Stock"), will
continue to trade on Nasdaq under the ticker symbol "PEIX" until January 31,
2021. The Company expects that shares of its Common Stock will begin trading on
Nasdaq under the new ticker symbol "ALTO" on February 1, 2021, at which time the
Company will cease trading its Common Stock under the symbol "PEIX". The new
CUSIP numbers for the Company's Common Stock and non-voting Common Stock are
021513 106 and 021513 205, respectively. Outstanding stock certificates for
shares of the Company are not affected by the name change and will continue to
be valid and need not be exchanged.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Number Description
Certificate of Amendment of Certificate of Incorporation effective
3.1 January 12, 2021
3.2 Second Amended and Restated Bylaws
1
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