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 31, 2012
ENTRAVISION COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 1-15997 | 95-4783236 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
2425 Olympic Boulevard, Suite 6000 West
Santa Monica, California 90404
(Address of principal executive offices) (Zip Code)
(310) 447-3870
(Registrant’s telephone number, including area code)
N/A
(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):
| ¨ | 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 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 31, 2012, the Company held its annual meeting of stockholders (the “Annual Meeting”). As of the record date of April 12, 2012, there were a total of 54,267,366 shares of Class A common stock and 22,188,161 shares of Class B common stock issued and outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 45,222,061 shares of Class A common stock and 22,188,161 shares of Class B common stock were present in person or by proxy, representing a quorum.
At the Annual Meeting, the Company’s stockholders: (i) elected each of the six persons listed below under “Election of Directors” to serve as a director of the Company until the next annual meeting of stockholders; and (ii) ratified the appointment of McGladrey & Pullen, LLP, as the Company’s independent auditor for the fiscal year ending December 31, 2012. The results of the voting at the Annual Meeting on each such matter are set forth below.
1. Election of Directors
| Name |
For | Withheld | Broker Non-Votes |
|||||||||
| Walter F. Ulloa |
244,283,312 | 9,290,516 | 13,529,843 | |||||||||
| Philip C. Wilkinson |
241,030,419 | 12,543,409 | 13,529,843 | |||||||||
| Paul A. Zevnik |
237,186,917 | 16,386,911 | 13,529,843 | |||||||||
| Esteban E. Torres |
252,754,799 | 819,029 | 13,529,843 | |||||||||
| Gilbert R. Vasquez |
253,040,899 | 532,929 | 13,529,843 | |||||||||
| Jules G. Buenabenta |
250,049,439 | 3,524,389 | 13,529,843 | |||||||||
2. Ratification of the appointment of McGladrey & Pullen, LLP, as the Company’s independent auditor for the fiscal year ending December 31, 2012:
| Votes For |
266,991,643 | |||
| Votes Against |
92,827 | |||
| Abstentions |
19,201 | |||
| Broker Non-Votes |
0 |
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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.
| ENTRAVISION COMMUNICATIONS CORPORATION | ||||
| Date: June 1, 2012 | By: | /s/ Walter F. Ulloa | ||
| Walter F. Ulloa | ||||
| Chairman and Chief Executive Officer | ||||
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