UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 ORor 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 814, 2025

Aemetis, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-36475	~~001~~26-~~36475~~1407544	~~26-1407544~~
(State or other jurisdiction of incorporation)		(Commission File Number)	(IRS Employer Identification No.)
State or other jurisdiction of incorporation	Commission File Number	IRS Employer Identification Number

20400 Stevens Creek Blvd., Suite 700

Cupertino, CA 95014

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:

(408) 213-0940

~~(Former~~Registrant's ~~name~~address orand ~~former~~telephone ~~address,~~number ifof ~~changed~~principal ~~since~~executive ~~last report.)~~office

~~Securities registered pursuant to Section 12(b) of the Act:~~N/A

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001	AMTX	NASDAQ Stock Market

Former name or former address, if changed since last report

Common Stock, par value $0.001	AMTX	NASDAQ Global Market
Title of class of registered securities	Trading Symbol	Name of exchange on which registered

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))

☐ 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)

☐

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 25.0207 Submission ~~Results~~ of ~~Operations~~Matters ~~and~~to ~~Financial~~a ~~Condition.~~Vote of Security Holders

~~On May 8, 2025,~~ Aemetis, Inc. (the “"Company”") ~~issued~~held aits ~~press~~Annual ~~release~~Meeting ~~announcing~~of ~~its~~Stockholders ~~earnings~~on ~~for~~May ~~the~~14, ~~three~~2025. ~~months~~The ~~ended~~following ~~March~~proposals 31were voted on by the Company's stockholders, ~~2025.~~with the results set forth for each proposal:

~~The~~Proposal ~~press release is being furnished as Exhibit 99.~~1: Election toof ~~this Current Report on Form 8-K and is incorporated herein by reference.~~Directors

This Form 8-K and Exhibit 99.1 hereto shall be deemed “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any registration statement of the issuer.

Nominee	For	Withhold	Broker Non-Votes
Eric A. McAfee	12,635,776	507,116	16,504,749
Francis P. Barton	12,460,866	682,026	16,504,749

~~Item~~The ~~7.01~~listed ~~Regulation~~nominees FDhave ~~Material~~been elected to the Company’s board of directors (the “Board”), each as a Class I director to hold office until the Company’s 2028 annual meeting of stockholders and until their successor is duly elected and qualified.

OnProposal ~~May~~2: Ratification ~~8, 2025, the Company issued a press release, posted to its web site at www.aemetis.com, announcing its earnings for the three months ended March 31, 2025, a copy~~ of ~~which~~Auditors ~~is furnished as Exhibit 99.1 hereto and incorporated herein by reference.~~

Item 9.01. Financial Statements and Exhibits.

For	Against	Abstain	Broker Non-Votes
28,960,545	270,288	416,808	0

~~(d)~~The ~~Exhibits~~appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, has been ratified.

EXHIBIT NUMBER		DESCRIPTION
Exhibit 99.1		Earnings Release dated May 8, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Proposal 3: Approval, on an advisory basis, of the compensation of the Company's Named Executive Officers

SIGNATURES

For	Against	Abstain	Broker Non-Votes
10,875,885	2,153,875	113,132	16,504,749

~~Pursuant~~The tocompensation ~~the requirements~~ of the ~~Securities~~Company's ~~Exchange~~Named ~~Act~~Executive ofOfficers ~~1934, the registrant~~ has ~~duly~~been ~~caused~~approved, ~~this~~on ~~report~~an toadvisory bebasis, ~~signed~~with on83% ~~its~~of ~~behalf by~~ the ~~undersigned~~votes ~~hereunto~~cast ~~duly~~"for" ~~authorized~~approval.

	AEMETIS, INC.
	By:	/s/ Eric A. McAfee
	Name:	Eric A. McAfee
	Title:	Chief Executive Officer
May 8, 2025		(Principal Executive Officer)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

	Aemetis, Inc.

May 16, 2025	/s/ Eric A. McAfee
	Eric A. McAfee
	Chairman and Chief Executive Officer

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