Item 1.01 Entry into a Material Definitive Agreement

On February 21, 2023, Cardinal Ethanol, LLC (the "Company") and its primary lender, First National Bank of Omaha (the "Bank"), executed a Nineteenth Amendment of First Amended and Restated Construction Loan Agreement which amends the First Amended and Restated Construction Loan Agreement dated June 10, 2013 (the "Amendment").

The Amendment increases the maximum availability on the Declining Revolving Credit Loan from $36,000,000 to $39,000,000 and extends the date at which the principal balance of the Declining Revolving Credit Loan is expected to be converted to term debt from February 1, 2024 to May 1, 2024. The Amendment also extends the date that the Revolving Credit Loan matures from February 28, 2023 to February 28, 2024 and increases the capital expenditures loan covenant from $5,000,000 per year to $6,000,000 per year of expenditures without prior approval from the Bank.

The financing is secured by a mortgage on all of the Company's real property and a security interest in all other assets, both tangible and intangible. In connection with the Amendment, Cardinal executed a Fifth Amended and Restated Declining Revolving Credit Note and a Fifth Amendment of First Amended and Restated Construction Loan Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Financing Statement.

Item 5.07 Submission of Matters to a Vote of Security Holders.

Results of 2023 Annual Meeting

On February 21, 2023, the Company held its 2023 annual members' meeting ("2023 Annual Meeting") to vote on the election of six directors, conduct an advisory vote on executive compensation and conduct an advisory vote on the frequency of the advisory vote on executive compensation.

Proposal One: Election of Group II Directors

Thomas Chronister, Danny Huston and Steven Snider were elected by a plurality vote of the members to serve three-year terms which will expire in 2026. The votes for the nominees were as follows:



                  Nominee Directors      For    Withheld/Abstentions
                  Thomas Chronister     5,429            167
                  Danny Huston          5,388            212
                  Steven Snider         5,294            316

Proposal Two: Election of Group I Directors

Daniel Sailer and Chad Smith were elected by a plurality vote of the members to serve one-year terms which will expire in 2024. The votes for the nominees were as follows: Nominee Directors For Withheld/Abstentions Daniel Sailer 5,327

            227
Chad Smith            5,345            227

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Proposal Three: Election of Group III Director

Adam Kline was elected by a plurality vote of the members to serve a two-year term which will expire in 2025. The votes for the nominee were as follows: Nominee Directors For Withheld/Abstentions Adam Kline

            5,342            226

Proposal Four: Advisory Approval of Executive Compensation



  The compensation of the Company's executives was approved by the members. The
votes were as follows:

                             For        Against       Abstentions
                            8,762         530             202

Proposal Five: Advisory Approval of Frequency of Vote on Executive Compensation

The frequency of the advisory vote on executive compensation approved by the members was Every Year. The votes were as follows:



               Every Year       Every Two Years      Every Three Years        Abstain
                 8,412                507                   368                 205

Item 9.01 Financial Statements and Exhibits



(a)None.

(b)None.

(c)None.

(d)Exhibits.

Exhibit No.  Description



     99.1             Nineteenth Amendment of First Amended and Restated Construction Loan
                      Agreement with First National Bank of Omaha
     99.2             Fifth Amended and Restated Declining Revolving Credit Note
     99.3             Fifth Amendment of First Amended and Restated Construction Loan Mortgage,
                      Security Agreement, Assignment of Leases and Rents and Fixture Financing
                      Statement
      104             Cover Page Interactive Data File (embedded within the Inline XBRL document).

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