UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices) | (Zip Code) |
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading |
Name of each exchange | ||
Series A Junior Participating Convertible Preferred Stock, par value $0.01 per share | ||||
Series B Junior Participating Convertible Preferred Stock, par value $0.01 per share |
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. ☐
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On March 30, 2021, Entercom Communications Corp. (the “Company”) filed Articles of Amendment (the “Amendment”) with the Secretary of State of the Commonwealth of Pennsylvania to amend Article One of the Company’s Articles of Incorporation to change the Company’s name to Audacy, Inc. The Amendment was approved by the Board of Directors of the Company in accordance with the Pennsylvania Business Corporation Law as amended.
The effective date of the Amendment (and the Company’s name change) is April 9, 2021. The Company expects its ticker symbol on the New York Stock Exchange to change from “ETM” to “AUD” on April 9, 2021.
Item 8.01. Other Events
On March 30, 2021, the Company issued a press release (the “Press Release”) announcing that it is changing its name to Audacy, Inc. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Effective April 9, 2021, the Company’s finance subsidiary, Entercom Media Corp., will change its corporate name to Audacy Capital Corp. In addition, the Company is changing “Entercom” to “Audacy” in the name of each of its other subsidiaries that included “Entercom” as part of its name.
The information in Item 8.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference in any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01. Exhibits
(d) | Exhibits |
Exhibit No. |
Title | |||
3.1 | Articles of Amendment, filed March 30, 2021. | |||
99.1 | Entercom Communications Corp.’s Press Release, issued March 30, 2021. | |||
104 | Cover Page Interactive Data File (embedded within the XBRL file). |
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 hereunto duly authorized.
Entercom Communications Corp. | ||||
By: | /s/ Andrew P. Sutor, IV | |||
Andrew P. Sutor, IV | ||||
Executive Vice President |
Dated: March 30, 2021
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