Proxy Results Form 8 K

Amendment to 2023 Stock Incentive Plan

On November 7, 2024, Alliance Entertainment Holding Corporation (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders approved an amendment ("Amendment No. 1") to the Company's 2023 Omnibus Equity and Incentive Plan (the "2023 Plan") to increase the number of shares of Class A common stock that the Company will have authority to grant under the 2023 Plan from 600,000 shares of Class A common stock to 1,000,000 shares of Class A common stock. A description of the 2023 Plan, as amended, is set forth in the Company's definitive proxy statement on Schedule 14A for the Annual Meeting, which was filed on October 18, 2024 with the Securities and Exchange Commission (the "Definitive Proxy Statement"), in the section entitled "PROPOSAL NO. 2: APPROVAL OF AN AMENDMENT TO THE 2023 OMNIBUS EQUITY AND INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES OF CLASS A COMMON STOCK AVAILABLE THEREUNDER FROM 600,000 SHARES OF CLASS A COMMON STOCK TO 1,000,000 SHARES OF CLASS A COMMON STOCK". The description of Amendment No. 1 is qualified in its entirety by reference to the full text of Amendment No. 1, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and attached to the Definitive Proxy Statement as Appendix A.