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
February 23, 2015
Date of Report (Date of earliest event reported)
Viad Corp
(Exact name of registrant as specified in its charter)
| Delaware | 001-11015 | 36-1169950 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
| 1850 North Central Avenue, Suite 1900, Phoenix, Arizona | 85004-4565 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (602) 207-1000
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) |
| x | 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 February 23, 2015, Viad Corp (the “Company”) issued a press release announcing that JCP Investment Partnership, LP submitted a notice of its intent to nominate three director candidates to stand for election to the Company’s Board of Directors at the Company’s 2015 Annual Meeting of Shareholders. The press release is attached hereto as Exhibit 99 and is incorporated herein by this reference.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
| (d) Exhibits | ||||
| 99 - Press Release dated February 23, 2015. | ||||
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 thereunto duly authorized.
| Viad Corp | |||
| (Registrant) | |||
| February 23, 2015 | By: | /s/ Deborah J. DePaoli | |
| Deborah J. DePaoli | |||
| General Counsel & Secretary |