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CCMO > SEC Filings for CCMO > Form 8-K on 20-May-2014All Recent SEC Filings

Show all filings for CC MEDIA HOLDINGS INC

Form 8-K for CC MEDIA HOLDINGS INC


20-May-2014

Submission of Matters to a Vote of Security Holders


Item 5.07 Submission of Matters to a Vote of Security Holders

On May 16, 2014, CC Media Holdings, Inc. (the "Company") held its Annual Meeting of Stockholders. Set forth below are the final voting results for each proposal submitted to a vote of the stockholders at the Company's Annual Meeting of Stockholders. As disclosed in the Company's proxy statement filed with the Securities and Exchange Commission on March 28, 2014, holders of the Company's Class A common stock, voting as a separate class, are entitled to elect two members of the Board of Directors (David C. Abrams and Jonathon S. Jacobson). For the election of the 11 other members of the Board of Directors and all other matters submitted to a vote of the stockholders, the holders of Class A common stock and Class B common stock vote together as a single class.

1. The Company's stockholders elected each of the thirteen nominees for directors to serve until the next Annual Meeting of Stockholders or until his or her successor shall have been elected and qualified.

                                                                                              Broker
Proposal 1. Election of Directors                     Votes For        Votes Withheld       Non-Votes

Class A Common Stock
David C. Abrams                                        21,583,416               27,185        3,109,962
Irving L. Azoff                                        20,063,232            1,547,369        3,109,962
Richard J. Bressler                                    20,315,445            1,295,156        3,109,962
James C. Carlisle                                      20,316,695            1,293,906        3,109,962
John P. Connaughton                                    20,316,902            1,293,699        3,109,962
Julia B. Donnelly                                      20,317,172            1,293,429        3,109,962
Matthew J. Freeman                                     20,317,324            1,293,277        3,109,962
Blair E. Hendrix                                       20,316,695            1,293,906        3,109,962
Jonathon S. Jacobson                                   21,583,416               27,185        3,109,962
Ian K. Loring                                          20,317,399            1,293,202        3,109,962
Mark P. Mays                                           20,316,311            1,294,290        3,109,962
Robert W. Pittman                                      20,314,744            1,295,857        3,109,962
Scott M. Sperling                                      20,317,073            1,293,528        3,109,962


Class B Common Stock
Irving L. Azoff                                        59,523,057                    0                0
Richard J. Bressler                                    59,523,057                    0                0
James C. Carlisle                                      59,523,057                    0                0
John P. Connaughton                                    59,523,057                    0                0
Julia B. Donnelly                                      59,523,057                    0                0
Matthew J. Freeman                                     59,523,057                    0                0
Blair E. Hendrix                                       59,523,057                    0                0
Ian K. Loring                                          59,523,057                    0                0
Mark P. Mays                                           59,523,057                    0                0
Robert W. Pittman                                      59,523,057                    0                0
Scott M. Sperling                                      59,523,057                    0                0


                                                                                              Broker
Proposal 1. Election of Directors                     Votes For        Votes Withheld       Non-Votes

Total
David C. Abrams                                        21,583,416               27,185        3,109,962
Irving L. Azoff                                        79,586,289            1,547,369        3,109,962
Richard J. Bressler                                    79,838,502            1,295,156        3,109,962
James C. Carlisle                                      79,839,752            1,293,906        3,109,962
John P. Connaughton                                    79,839,959            1,293,699        3,109,962
Julia B. Donnelly                                      79,840,229            1,293,429        3,109,962
Matthew J. Freeman                                     79,840,381            1,293,277        3,109,962
Blair E. Hendrix                                       79,839,752            1,293,906        3,109,962
Jonathon S. Jacobson                                   21,583,416               27,185        3,109,962
Ian K. Loring                                          79,840,456            1,293,202        3,109,962
Mark P. Mays                                           79,839,368            1,294,290        3,109,962
Robert W. Pittman                                      79,837,801            1,295,857        3,109,962
Scott M. Sperling                                      79,840,130            1,293,528        3,109,962



2.      The advisory resolution on executive compensation was approved.

Proposal 2. Approval of the advisory
(non-binding) resolution on executive                                                                Broker
compensation                                Votes For        Votes Against       Abstentions       Non-Votes

Class A Common Stock                         20,060,519           1,526,595            23,487        3,109,962
Class B Common Stock                         59,523,057                   0                 0                0

Total                                        79,583,576           1,526,595            23,487        3,109,962

3. The selection of Ernst & Young LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2014 was ratified.

Proposal 3. Ratification of the
selection of Ernst & Young LLP as the
independent registered public accounting firm for the year ending December 31,

2014                                        Votes For        Votes Against       Abstentions      Broker Non-Votes

Class A Common Stock                         24,622,315              96,988             1,260                     0
Class B Common Stock                         59,523,057                   0                 0                     0

Total                                        84,145,372              96,988             1,260                     0


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