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AMCON DISTRIBUTING CO Director's Dealing 2010

Nov 30, 2010

34362_dirs_2010-11-30_a91d9de8-6248-4939-803c-7219232152ac.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMCON DISTRIBUTING CO (DIT)
CIK: 0000928465
Period of Report: 2010-11-22

Reporting Person: HINKEFENT ERIC J (President CNF and HFA)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-11-26 Common Stock, par value $.01 per share M 700 $72.5 Acquired 5700 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-11-22 Restricted Stock Units $ A 2100 Acquired Common Stock (2100) Direct
2010-11-26 Restricted Stock Units $72.5 M 700 Disposed Common Stock (700) Direct
2010-11-22 Restricted Stock Units $ A 1400 Acquired Common Stock (1400) Direct

Footnotes

F1: The Restricted Stock Unit ("RSUs") provide the reporting person with the right to receive, on the applicable vesting date, either (i) the amount of cash equal to the per share Fair Market Value of the Issuer's common stock as of the vesting date multiplied by the number of shares underlying the RSUs then becoming vested and held by the reporting person or (ii) a number of shares of common stock equal to the whole number of shares underlying the RSUs then becoming vested and held by the reporting person, as elected by the reporting person. Subject to earlier forfeiture under certain limited circumstances, the RSUs vest as to one-third of the award on November 26, 2010, October 26, 2011, October 26, 2012. The Fair Market Value of the RSUs vesting on November 26, 2010 was determined by reference to the closing price for the Issuer's common stock on NYSE Amex Equities on that date.

F2: The Restricted Stock Units ("RSUs") provide the reporting person with the right to receive, on the applicable vesting date, either (i) an amount of cash equal to the per share Fair Market Value of the Issuer's common stock as of the vesting date multiplied by the number of shares underlying the RSUs then becoming vested and held by the reporting person or (ii) a number of shares of common stock equal to the whole number of shares underlying the RSUs then becoming vested and held by the reporting person, as elected by the reporting person. Subject to earlier forfeiture under certain limited circumstances, the RSUs vest as to one-third of the award on November 22, 2011, November 22, 2012, and November 22, 2013.