Bylaw Amendment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   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) September 26, 2024     INGLES MARKETS, INCORPORATED (Exact name of registrant as specified in its charter)     North Carolina 0-14706 56-0846267 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.)                               P.O. Box 6676 , Asheville , NC 28816 (Address of principal executive offices) (Zip Code)   Registrant’s telephone number, including area code  ( 828 ) 669-2941                    N/A (Former name or former address, if changed since last report.)             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))   Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A Common Stock , $0.05 par value per share IMKTA The NASDAQ Global Select Market   Indicate by check mark whether the registrant is an emerging growth company 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. ☐         --09-28 Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.   On September 26, 2024, the board of directors (the “ Board ”) of Ingles Markets, Incorporated, a North Carolina corporation (the “ Company ”), approved an amendment to the Company’s Amended and Restated By-Laws, which provides that the Board may, in its sole discretion, determine that any meeting of the Company’s shareholders may be held by means of remote communication, including solely by means of remote communication (the “ By-Laws Amendment ”).   The foregoing description of the By-Laws Amendment is only a summary and is qualified in its entirety by the full text of the By-Laws Amendment, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference in this Item 5.03.     Item 9.01 Financial Statements and Exhibits.   (d) Exhibits.     Exhibit Number Description of Exhibit   3.1 First Amendment to the Amended and Restated By-Laws of the Company   104 Cover Page Interactive Data File (embedded within the Inline XBRL document)         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.   INGLES MARKETS, INCORPORATED   (Registrant) Date: September 30, 2024 By: /s/  Patricia E. Jackson Patricia E. Jackson Chief Financial Officer