AMCON DISTRIBUTING CO — Director's Dealing 2014

Dec 23, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMCON DISTRIBUTING CO (DIT)
CIK: 0000928465
Period of Report: 2014-12-19

Reporting Person: Plummer Andrew Charles (CFO and Secretary)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-19	Restricted Stock Units	$	A	1269	Acquired		Common Stock (2050)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock , par value $.01 per share	10392	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (1367)	1367	Direct
Restricted Stock Units	$		Common Stock (900)	900	Direct

Footnotes

F1: Restricted Stock Units ("RSUs") give the reporting person the right to receive, subject to being employed on the applicable vesting date, (i) cash equal to the per share Fair Market Value of common stock on the vesting date times the number of shares underlying the RSUs then vesting or (ii) common stock equal to the number of shares underlying the RSUs then vesting, as elected by the reporting person. Subject to earlier forfeiture under certain circumstances, these RSUs vest as to one-third of the total original 2,050 RSU award (781 RSUs awarded on October 21, 2014 and 1,269 RSUs awarded on December 19, 2014) on October 21, 2015, October 21, 2016, and October 21, 2017.

F2: Restricted Stock Units ("RSUs") give the reporting person the right to receive, subject to being employed on the applicable vesting date, (i) cash equal to the per share Fair Market Value of common stock on the vesting date times the number of shares underlying the RSUs then vesting or (ii) common stock equal to the number of shares underlying the RSUs then vesting, as elected by the reporting person. Subject to earlier forfeiture under certain circumstances, these RSUs vest as to one-third of the original 2,050 RSU award on October 22, 2014, October 22, 2015, and October 22, 2016.

F3: Restricted Stock Units ("RSUs") give the reporting person the right to receive, subject to being employed on the applicable vesting date, (i) cash equal to the per share Fair Market Value of common stock on the vesting date times the number of shares underlying the RSUs then vesting or (ii) common stock equal to the number of shares underlying the RSUs then vesting, as elected by the reporting person. Subject to earlier forfeiture under certain circumstances, these RSUs vest as to one-third of the original 2,700 RSU award on October 23, 2013, October 23, 2014, and October 23, 2015.