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): December 12, 2012
SAGA COMMUNICATIONS, INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 1-11588 | 38-3042953 |
| (State or other jurisdiction | (Commission File Number) | (IRS Employer |
| of incorporation) | Identification No.) |
| 73 Kercheval Avenue | |
| Grosse Pointe Farms, MI | 48236 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (313) 886-7070
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)) |
| Item 8.01 | Other Events |
On December 12, 2012, Saga Communications, Inc. announced that its Board of Directors has declared a 4 for 3 stock split on its Class A and B Common Shares. The new shares will be distributed on January 16, 2013 to shareholders of record as of the close of business on December 28, 2012, as set forth in the press release included as Exhibit 99.1 hereto.
| Item 9.01. | Financial Statements and Exhibits. |
| Exhibit No. | Description |
| 99.1 | Press Release dated December 12, 2012. |
SIGNATURES
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.
| SAGA COMMUNICATIONS, INC. | ||
| Dated: December 12, 2012 | By: | /s/ Samuel D. Bush |
| Samuel D. Bush | ||
| Senior Vice President and | ||
| Chief Financial Officer | ||
| 2 |
INDEX OF EXHIBITS
| Exhibit No. | Description | |
| 99.1 | Press release dated December 12, 2012. |
| 3 |
Saga Communications, Inc. Declares 4 for 3 Stock Split
GROSSE POINTE FARMS, Mich., Dec. 12, 2012 /PRNewswire/ -- Saga Communications, Inc. (NYSE MKT:SGA) today announced that its Board of Directors has declared a 4 for 3 stock split on its Class A and Class B Common Shares. The new shares will be distributed on January 16, 2013 to shareholders of record as of the close of business on December 28, 2012. As a result of the stock split, each shareholder of Class A Common Stock will receive one additional share of Class A Common Stock for every three shares of Class A Common Stock owned, and each shareholder of Class B Common Stock will receive one additional share of Class B Common Stock for every three shares of Class B Common Stock owned. Fractional shares will be paid for in cash.
Saga Communications, Inc. is a broadcasting company whose business is devoted to acquiring, developing and operating broadcast properties. The Company owns or operates broadcast properties in 26 markets, including 61 FM and 30 AM radio stations, 3 state radio networks, 2 farm radio networks, 5 television stations and 4 low-power television stations. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacommunications.com.
CONTACT: Samuel D. Bush, +1-313-886-7070