8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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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):	October 21, 2022

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The Andersons, Inc.

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(Exact name of registrant as specified in its charter)

Ohio	000-20557	34-1562374
(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)

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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))

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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On October 21, 2022, the Board of Directors of The Andersons, Inc. (the "Company") elected Steven K. Campbell as a new director, effective December 1, 2022, for an initial term ending at the Company’s 2023 Annual Meeting of Stockholders or until his earlier resignation or removal. Mr. Campbell will serve on the Finance Committee of the Board of Directors, effective upon his start date.

Mr. Campbell will receive compensation in the same manner as the Company’s other non-employee directors previously disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 10, 2022.

There is no arrangement or understanding between Mr. Campbell and any other persons pursuant to which he was selected as a director. Mr. Campbell has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Campbell and the Company will enter into the standard Company director indemnification agreement, whereby the Company agrees to indemnify, defend and hold its directors harmless from and against losses and expenses incurred as a result of their board service, subject to the terms and conditions provided in the agreement.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits:

Exhibit No.	Description
99.1	Press Release, dated October 26, 2022
104	Inline 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.
October 26, 2022	By:	/s/ Christine M. Castellano
		Christine M. Castellano
		Executive Vice President, General Counsel and Corporate Secretary

Document

Exhibit 99.1

NEWS RELEASE

Contact:

Mike Hoelter

Vice President, Corporate Controller and Investor Relations

Phone: 419-897-6715

E-mail: investorrelations@andersonsinc.com

The Andersons, Inc. Names Steven Campbell to Board of Directors

MAUMEE, OHIO, October 26, 2022 – The Andersons, Inc. (Nasdaq: ANDE) has named Steven Campbell to the company's board of directors, effective December 1, 2022.

Mr. Campbell served as Head of North America Grain and Group Executive Vice President at Louis Dreyfus where he retired in 2017. He has held various leadership positions, including as President and CEO of Louis Dreyfus Commodities Grain Merchandising LLC, where he oversaw all grain trading and operations in North America. He also served as a Vice President with Archer Daniels Midland (ADM), and as manager, natural gas trading at American Electric Power (AEP) where helped AEP establish a trading presence in the energy markets.

His involvement in industry organizations include serving as Chairman, Kansas City Board of Trade, First Vice Chairman on the North American Export Grain Association’s Board of Directors and holding a position on the Commodity Markets Council Board of Directors. In addition, he is a guest lecturer at Auburn University, speaking on the field of commodity trading. Mr. Campbell received his Bachelor of Science and Master of Science in Agricultural Economics from Oklahoma State University.

“Steve’s extensive 30-year ag industry career coupled with his leadership experience makes him an excellent addition to our board of directors,” said Chairman Mike Anderson. “We are very pleased to welcome him and look forward to the contributions he will bring.”

About The Andersons, Inc.

The Andersons, Inc., celebrating 75 years of service and named to Forbes® lists of America's Best Employers for 2022 and Best Employers for Diversity 2022 as well as America's Most Trusted Companies 2022 by Newsweek®, is a diversified company rooted in agriculture that conducts business in the commodity merchandising, renewables, and plant nutrient 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.