0001104659-12-047494.txt : 20120703 0001104659-12-047494.hdr.sgml : 20120703 20120703171941 ACCESSION NUMBER: 0001104659-12-047494 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120702 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20120703 DATE AS OF CHANGE: 20120703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Ascent Capital Group, Inc. CENTRAL INDEX KEY: 0001437106 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 262735737 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34176 FILM NUMBER: 12946111 BUSINESS ADDRESS: STREET 1: 12300 LIBERTY BOULEVARD CITY: ENGELWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 720-875-5622 MAIL ADDRESS: STREET 1: 12300 LIBERTY BOULEVARD CITY: ENGELWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: Ascent Media Corp DATE OF NAME CHANGE: 20110616 FORMER COMPANY: FORMER CONFORMED NAME: Ascent Media CORP DATE OF NAME CHANGE: 20080606 8-K 1 a12-15833_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

 

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): July 2, 2012

 

ASCENT CAPITAL GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-34176

 

26-2735737

(State or other jurisdiction of

 

(Commission

 

(I.R.S. Employer

incorporation or organization)

 

File Number)

 

Identification No.)

 

5251 DTC Parkway, Suite 1000
Greenwood Village, Colorado 80111
(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (303) 628-5600

 

 

(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 (see General Instruction A.2. below):

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

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

 

At the Ascent Capital Group, Inc. (the “Company”) annual meeting of stockholders held on July 2, 2012, the following two proposals were considered and acted upon by the stockholders of the Company: (1) a proposal to re-elect John C. Malone and Carl E. Vogel as members of the board of directors and (2) a proposal to ratify the selection of KPMG LLP as the Company’s independent auditors for the fiscal year ending December 31, 2012. The number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes as to each proposal, are set forth below.

 

Proposal No. 1 - The Election of Directors

 

Director Nominee

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

 

John C. Malone

 

15,692,699

 

1,614,314

 

1,417,793

 

 

 

 

 

 

 

 

 

Carl E. Vogel

 

16,295,489

 

1,011,524

 

1,417,793

 

 

Accordingly, both Mr. Malone and Mr. Vogel were re-elected to the Company’s board of directors.

 

Proposal No. 2 - The Auditor Ratification Proposal

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

18,574,558

 

132,709

 

17,539

 

0

 

 

Accordingly, the auditor ratification proposal was approved.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: July 3, 2012

 

 

ASCENT MEDIA CORPORATION

 

 

 

 

 

By:

/s/ William E. Niles

 

 

Name:

William E. Niles

 

 

Title:

Executive Vice President, General Counsel and Secretary

 

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