Business Context and Reporting Period
This Form 8-K filing by Mediaco Holding Inc. (MDIA) reports on the results of the Company's 2024 Annual Meeting of Shareholders held on July 9, 2024. The Company is incorporated in Indiana and its Class A Common Stock trades on the Nasdaq Capital Market.
Key Financial Metrics
This filing is a current report regarding corporate governance events and does not contain financial statements. Consequently, data regarding revenue, profit, cash flow, margins, debt, and liquidity are not provided in this document.
Material Changes and Voting Results
The filing details the outcomes of three shareholder proposals:
- Proposal 1 (Election of Directors): Shareholders elected three directors for three-year terms.
- Patrick M. Walsh (Class A): Received 463,989 votes for and 37,657,067 votes withheld. There were 534,161 broker non-votes.
- Andrew P. Glaze (Class B): Received 54,131,970 votes for with 0 votes withheld.
- Brett Pertuz: Received 92,184,731 votes for and 68,295 votes withheld. There were 534,161 broker non-votes.
- Proposal 2 (Executive Compensation): Shareholders approved the compensation of named executive officers on an advisory basis with 92,247,302 votes for, 5,591 votes against, and 133 abstentions.
- Proposal 3 (Auditor Ratification): Shareholders ratified the selection of Ernst & Young LLP as the independent registered public accountants for the fiscal year ending December 31, 2024, with 92,765,533 votes for, 17,746 votes against, and 3,908 abstentions.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. It is strictly a report of the voting results certified by the inspector of elections.
Key Facts for Investor Verification
- Verify the significant number of votes withheld for director Patrick M. Walsh (37.6 million withheld vs. 463k for) compared to the other nominees.
- Confirm the presence of 534,161 broker non-votes associated with the director elections.
- Note that the auditor ratification received strong support with over 92 million votes in favor.
- Recognize that this document provides no financial performance data; refer to the most recent 10-K or 10-Q for financial metrics.