wwe_8k.htm
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): April 29, 2011
World Wrestling Entertainment, Inc.
(Exact name of registrant as specified in its charter)
| Delaware |
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001-16131 |
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04-2693383 |
| (State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
| of incorporation) |
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Identification No.) |
| 1241 East Main Street, Stamford, CT |
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06902 |
| (Address of principal executive offices) |
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(Zip code) |
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Registrant’s telephone number, including area code: (203) 352-8600
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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.):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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.
(a) and (b) World Wrestling Entertainment, Inc. held its Annual Meeting of Stockholders on April 29, 2011. Of the 492,391,495 votes in respect of shares outstanding and entitled to vote, 489,044,474 votes were represented at the meeting, or a 99% quorum. The final results of voting for each matter submitted to a vote of stockholders at the meeting are as follows:
Proposal 1 – Election of Directors
- Elected the following seven individuals to the Board of Directors to serve as directors until the Annual Meeting of Stockholders in 2012 and until their successors have been duly elected and qualified.
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Broker |
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For |
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Withheld |
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Non-Votes |
| Vincent K. McMahon |
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478,430,451 |
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232,566 |
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10,381,457 |
| David Kenin |
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478,420,832 |
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242,185 |
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10,381,457 |
| Joseph H. Perkins |
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478,423,667 |
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239,350 |
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10,381,457 |
| Frank A. Riddick, III |
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478,444,474 |
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218,543 |
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10,381,457 |
| Jeffrey R. Speed |
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478,427,529 |
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235,488 |
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10,381,457 |
| Kevin Dunn |
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478,393,196 |
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269,821 |
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10,381,457 |
| Basil V. DeVito, Jr. |
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478,388,913 |
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274,104 |
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10,381,457 |
Proposal 2 – Ratification of Appointment of Independent Auditors
- Ratified the appointment of Deloitte and Touche, LLP as the Company’s independent auditors for the year ended December 31, 2011. There were 488,598,680 votes for the appointment, 382,864 votes against the appointment, and 62,930 abstentions.
Proposal 3 – Advisory Vote on Executive Compensation
- In an advisory vote, approved the compensation paid to the Company’s named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission.
| For |
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Against |
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Broker Non Votes |
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Abstentions |
| 478,131,733 |
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334,691 |
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10,381,457 |
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196,593 |
Proposal 4 – Advisory Vote on Frequency of Advisory Vote on Executive Compensation
- In an advisory vote, approved an annual advisory vote on executive compensation.
| One Year |
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Two Years |
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Three Years |
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Abstentions |
| 477,432,039 |
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147,865 |
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844,325 |
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238,788 |
(d) The Company recommended to its stockholders that the advisory vote to approve the compensation for our named executive officers occur annually. This recommendation was overwhelmingly endorsed by the stockholders, and accordingly the Company has decided to hold such advisory vote annually.
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.
| WORLD WRESTLING |
| ENTERTAINMENT, INC. |
| |
| By: |
/s/ Michael J. Luisi |
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Michael J. Luisi |
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EVP, Business Development; |
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General Counsel & Secretary |
Dated: April 29, 2011