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): May   9 , 2019    

 

PICTURE 2  

(Exact name of registrant as specified in its charter)  

 

Commission file number:  1-33741



 

 

 

 

 

Texas

 

38-3765318

(State or other jurisdiction   of incorporation or organization)

 

(I.R.S. Employer   Identification No.)



 

P. O. Box 224866, Dallas, Texas 75222-4866

 

(214) 977-8222

(Address of principal executive offices, including zip code)

 

(Registrant’s telephone number, including area code)

 

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).

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.   ☐  

 

Securities registered pursuant to Section 12(b) of the Act:



 

 

 

 



 

 

 

 



 

 

 

 

Title of each class

 

Trading Symbol

 

Name of each exchange on which registered

Common Stock, $.01 par value

 

AHC

 

N ew Y ork S tock E xchange

 

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

The 2019 Annual Meeting of Shareholders of A. H. Belo Corporation (the "Company" or "A. H. Belo") was held on May 9, 2019, in Dallas, Texas.  The following are the final voting results and a brief description of each matter submitted to the Company's shareholders at that meeting.  Each proposal is described in more detail in the Company's 2019 Proxy Statement, dated March 28, 2019.

Proposal 1:  Election of Directors.  The shareholders of the Company elected each of the director nominees nominated by the Company's Board of Directors, as follows: John A. Beckert, Louis E. Caldera, Robert W. Decherd, Ronald D. McCray, Tyree B. (Ty) Miller, James M. Moroney III, and Nicole G. Small were elected as directors and are eligible to serve a one-year term until the 2020 annual meeting. 

The following is a tabulation of the voting results with respect to each director nominee:



 

 

 

Director

Votes For

Withheld

Broker Non-Votes

John A. Beckert

28,630,245

9,500,868

3,720,061

Louis E. Caldera

29,512,698

8,618,415

3,720,061

Robert W. Decherd

36,027,132

2,103,981

3,720,061

Ronald D. McCray

29,511,943

8,619,170

3,720,061

Tyree B. (Ty) Miller

29,510,103

8,621,010

3,720,061

James M. Moroney III

35,139,953

2,991,160

3,720,061

Nicole G. Small

30,051,407

8,079,706

3,720,061

Proposal 2:  Ratification of the Appointment of Independent Registered Public Accounting Firm. The Company's shareholders ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2019 by the following vote:



 

 

 

For

Against

Abstain

Broker Non-Votes

41,762,832

73,605

14,737

0



Item 8.01 . Other Events .

On May 9, 2019, the Company’s Board of Directors approved a third quarter 2019 dividend of $0.08 per share. The dividend will be payable on September 6, 2019 to shareholders of record at the close of business on August 16, 2019. A copy of the announcement press release is furnished with this report as Exhibit 99.1.

Item   9.01.   Financial   Statements   and   Exhibits.

(d)   Exhibits .

99.1  Press Release issued by A. H. Belo Corporation on May 10, 2019

 

SIGNATURE

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 thereunto duly authorized.

 



 

 

 

 

 

 



 

 

 

 

 

 

Date: May   10 , 2 019

 

 

 

A. H. BELO CORPORATION



 

 

 



 

 

 

By:

 

/s/ Christine E. Larkin



 

 

 

 

 

Christine E. Larkin



 

 

 

 

 

Senior Vice President/General Counsel & Secretary



 

EXHIBIT   INDEX

Exhibit No. 99.1   Press Release issued by A. H. Belo Corporation on May 10, 2019



 

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