MSG NETWORKS INC. (NYSE:MSGN) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07
On December7, 2017, MSG Networks Inc. (the “Company”) held its annual meeting of stockholders. In accordance with the Company’s Amended and Restated Certificate of Incorporation, the ClassA stockholders have one vote per share and the ClassB stockholders have ten votes per share. The proposals are described in the Company’s proxy statement for the 2017 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on October27, 2017. The final results for the votes regarding each proposal are set forth below.
| 1. | The Company’s ClassA stockholders elected the three directors listed below to the Board of Directors. The votes regarding this proposal were as follows: |
|
For |
Withheld |
Broker Non-Votes |
|
|
Joseph J. Lhota |
48,099,015 | 5,649,689 | 4,285,893 |
|
Joel M. Litvin |
49,144,605 | 4,604,099 | 4,285,893 |
|
John L. Sykes |
49,986,544 | 3,762,160 | 4,285,893 |
The Company’s ClassB stockholders elected the nine directors listed below to the Board of Directors. The votes regarding this proposal were as follows:
|
For |
Withheld |
Broker Non-Votes |
|
|
James L. Dolan |
135,885,550 | ||
|
Charles F. Dolan |
135,885,550 | ||
|
William J. Bell |
135,885,550 | ||
|
Paul J. Dolan |
135,885,550 | ||
|
Quentin F. Dolan |
135,885,550 | ||
|
Thomas C. Dolan |
135,885,550 | ||
|
Wilt Hildenbrand |
135,885,550 | ||
|
Hank J. Ratner |
135,885,550 | ||
|
Brian G. Sweeney |
135,885,550 |
| 2. | The Company’s ClassA stockholders and ClassB stockholders, voting together as a single class, ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2018 fiscal year. The votes regarding this proposal were as follows: |
|
For |
Against |
Abstain |
Broker Non-Votes |
|
193,634,147 |
281,308 | 4,692 |
| 3. | The Company’s ClassA stockholders and ClassB stockholders, voting together as a single class, approved in an advisory (non-binding) vote the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: |
|
For |
Against |
Abstain |
Broker Non-Votes |
|
189,104,700 |
506,517 | 23,037 | 4,285,893 |
| 4. | The Company’s ClassA stockholders and ClassB stockholders, voting together as a single class, voted on an advisory (non-binding) basis, on the frequency of stockholder votes on the compensation of our named executive officers. The votes regarding this proposal were as follows: |
|
3 Years |
2 Years |
1 Year |
Abstain |
Broker Non-Votes |
|
156,154,249 |
16,321 |
33,438,525 |
25,159 |
4,285,893 |
2
About MSG NETWORKS INC. (NYSE:MSGN)
MSG Networks Inc., formerly The Madison Square Garden Company, is engaged in sports production, and content development and distribution. The Company owns and operates two regional sports and entertainment networks, MSG Network (MSGN) and MSG+, collectively MSG Networks. Its networks are distributed throughout its territory, which includes all of New York State and significant portions of New Jersey and Connecticut, as well as parts of Pennsylvania. The Company delivers live games of the New York Knicks (the Knicks) of the National Basketball Association (NBA); the New York Rangers (the Rangers), New York Islanders (the Islanders), New Jersey Devils (the Devils) and Buffalo Sabres (the Sabres) of the National Hockey League (NHL); the New York Liberty (the Liberty) of the Women’s National Basketball Association; the New York Red Bulls (the Red Bulls) of Major League Soccer (MLS), and the Westchester Knicks of the National Basketball Association Developmental League.
