ASCENT CAPITAL GROUP, INC. (NASDAQ:ASCMA) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k
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ASCENT CAPITAL GROUP, INC. (NASDAQ:ASCMA) Files An 8-K Submission of Matters to a Vote of Security Holders

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

At Ascent Capital Group, Inc.’s (the Company) annual meeting of
stockholders held on May 24, 2017 (the “Annual Meeting”), the
following proposals were considered and acted upon by the
stockholders of the Company: (1) a proposal to elect each of
William R. Fitzgerald and Michael J. Pohl to serve as a Class III
member of the Company’s board of directors for a three year
term; (2) a proposal to ratify the selection of KPMG LLP as the
Companys independent auditors for the fiscal year ending December
31, 2017 (the “Auditor Ratification Proposal”); (3) a proposal
to approve the amendment and restatement of the Ascent Capital
Group, Inc. 2015 Omnibus Incentive Plan (the “Incentive Plan
Proposal”); (4) a proposal to approve, on an advisory basis, the
compensation of the Company’s named executive officers as
described in the definitive proxy statement relating to the
Annual Meeting under the heading “Executive Compensation” (the
“Say-On-Pay Proposal”); and (5) a proposal to approve, on an
advisory basis, the frequency at which future say-on-pay votes
will be held (the “Say-On-Frequency Proposal”). The number of
votes cast for, against, withheld or uncast, as well as the
number of abstentions and broker non-votes as to each proposal,
are set forth below.
Proposal No. 1 – Election of the following Nominees to the
Company’s Board of Directors
Director Nominee
Votes For
Votes Withheld
Broker Non-Votes
Votes Uncast
William R. Fitzgerald
12,090,437
405,824
2,451,150
Michael J. Pohl
11,933,507
562,769
2,451,150
Accordingly, the foregoing nominees were re-elected to the
Companys board of directors.
Proposal No. 2 – The Auditor Ratification Proposal
Votes For
Votes Against
Abstentions
14,934,018
9,068
4,340
Accordingly, the Auditor Ratification Proposal was approved.
Proposal No. 3 – The Incentive Plan Proposal
Votes For
Votes Against
Abstentions
Broker Non-Votes
11,256,667
1,220,164
19,445
2,451,150
Accordingly, the Incentive Plan Proposal was approved.
Proposal No. 4 – The Say-On-Pay Proposal
Votes For
Votes Against
Abstentions
Broker Non-Votes
12,181,666
297,992
16,618
2,451,150
Accordingly, the Say-On-Pay Proposal was approved.
Proposal No. 5 – The Say-On-Frequency Proposal
Votes for 3 Years
Votes for 2 Years
Votes for 1 Year
Abstentions
Broker Non-Votes
7,446,100
2,883
5,038,807
8,486
2,451,150
Accordingly, the frequency at which future say-on-pay votes will
be held is every 3 years.


About ASCENT CAPITAL GROUP, INC. (NASDAQ:ASCMA)

Ascent Capital Group, Inc. is a holding company. The Company’s segments include Monitronics, LiveWatch and Other Activities. The Company’s subsidiaries include Monitronics International, Inc. (Monitronics) and LiveWatch Security, LLC (LiveWatch). Monitronics provides a range of residential security services, including hands-free two-way interactive voice communication with the monitoring center, cellular options, and an interactive service option, which allows the customer to control their security system remotely using a computer or smart phone. Monitronics performs monitoring services for subscribers located in all 50 states, the District of Columbia, Puerto Rico and Canada. LiveWatch is a do-it-yourself (DIY) home security provider offering professionally monitored security services through a direct-to-consumer sales channel. LiveWatch offers a differentiated go-to-market strategy through direct response television, Internet and radio advertising.

ASCENT CAPITAL GROUP, INC. (NASDAQ:ASCMA) Recent Trading Information

ASCENT CAPITAL GROUP, INC. (NASDAQ:ASCMA) closed its last trading session up +0.22 at 13.79 with 44,246 shares trading hands.