8-K 1 a12-14922_18k.htm 8-K

 

 

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

Commission File Number 000-26076

event reported) June 14, 2012

 

 

SINCLAIR BROADCAST GROUP, INC.

(Exact name of registrant)

 

Maryland

 

52-1494660

(State of organization)

 

(I.R.S. Employer Identification Number)

 

10706 Beaver Dam Road

Hunt Valley, MD  21030

(Address of principal executive offices and zip code)

 

(410) 568-1500

(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:

 

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))

 

 

 


 

SINCLAIR BROADCAST GROUP, INC.

 

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

 

The annual meeting of shareholders of the Company was held on June 14, 2012.  At the meeting, two items, as set forth in the Proxy Statement, were submitted to the shareholders for a vote.

 

Proposal 1: Election of Directors

 

In response to Proposal 1, the shareholders elected all persons nominated for directors as set forth in the Proxy Statement, for a term expiring at the next annual shareholders meeting in 2013 or until their respective successors have been elected and qualified.  The table below sets forth the results of the voting for nominated directors:

 

Election of Directors

 

For

 

Against or
Withheld

 

Broker Non-Votes

 

David D. Smith

 

307,671,943

 

14,487,048

 

12,780,396

 

Frederick G. Smith

 

306,503,968

 

15,655,023

 

12,780,396

 

J. Duncan Smith

 

306,502,629

 

15,656,362

 

12,780,396

 

Robert E. Smith

 

306,505,101

 

15,653,890

 

12,780,396

 

Basil A. Thomas

 

300,115,758

 

22,043,233

 

12,780,396

 

Lawrence E. McCanna

 

318,757,491

 

3,401,500

 

12,780,396

 

Daniel C. Keith

 

309,294,226

 

12,864,765

 

12,780,396

 

Martin R. Leader

 

318,921,593

 

3,237,398

 

12,780,396

 

 

There were no abstentions with respect to Proposal 1.

 

Proposal 2: Ratification of Independent Registered Public Accounting Firm

 

In response to Proposal 2, the shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditors for the fiscal year ending December 31, 2012.  The table below sets forth the results of the voting for the ratification of PricewaterhouseCoopers LLP:

 

For

 

Against

 

Abstain

 

332,796,690

 

2,094,616

 

48,081

 

 

There were no broker non-votes with respect to Proposal 2.

 

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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.

 

 

SINCLAIR BROADCAST GROUP, INC.

 

 

 

 

 

By:

/s/ David R. Bochenek

 

Name:

David R. Bochenek

 

Title:

Vice President / Chief Accounting Officer

Dated: June 19, 2012

 

 

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