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

Date of Report (Date of earliest event reported): AUGUST 19, 2015

 

SCRIPPS NETWORKS INTERACTIVE, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Ohio

1-34004

61-1551890

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

9721 Sherrill Boulevard

Knoxville, Tennessee

 

37932

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (865) 694-2700

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

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 Instructions A.2. below):

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 20, 2015, Scripps Networks Interactive, Inc. (the “Company”) announced the appointment of Burton Jablin to Chief Operating Officer. Mr. Jablin has been with the Company since its inception, most recently holding the position of President of Scripps Networks, LLC.  

Amendment to Mr. Jablin’s Employment Agreement. Effective August 19, 2015, the Company and Mr. Jablin entered into Amendment No. 1 to his Employment Agreement, (the “Amendment”) reflecting his new position within the Company.  The Amendment increases Mr. Jablin’s base salary to $1,050,000 and increases his target annual incentive opportunity to 100% of his annual base salary.

Item 8.01 Other Events.

On August 20, 2015, the Company issued a press release announcing certain leadership changes.  A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

 

Description

10.31.A

 

Amendment No. 1 to Employment Agreement between the Company and Burton Jablin

99.1

 

Press release dated August 20, 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.

 

 

 

SCRIPPS NETWORKS INTERACTIVE, INC.

 

 

 

 

Date: August 24, 2015

 

By:

/s/ Lori A. Hickok

 

 

 

Lori A. Hickok

 

 

 

Executive Vice President and Chief Financial Officer

 

 


Exhibit Index

 

 

Exhibit

Number

 

Description

10.31.A

 

Amendment No. 1 to Employment Agreement between the Company and Burton Jablin

99.1

 

Press release dated August 20, 2015

 

 

 

 



 

Exhibit 10.31.A

 

9721 Sherrill Blvd. | Knoxville, TN  37932865-560-4440cynthia.gibson@scrippsnetworks.com

Cynthia L Gibson

Executive Vice President, Chief Legal Officer

 

Amendment No. 1 to Employment Agreement

August 19, 2015

 

Mr. Burton Jablin

9721 Sherrill Boulevard

Knoxville, TN 37932

 

Re:Amendment to Employment Agreement

 

Dear Burton:

 

This Amendment No. 1 (this “Amendment”) to your Employment Agreement with Scripps Networks Interactive, Inc. (the “Company”), dated as of September 1, 2013, (the “Employment Agreement”), amends the Employment Agreement as expressly stated herein.  

 

1.

Duties.The first sentence of Section 2 of the Employment Agreement is amended by replacing “President, Scripps Networks” with “Chief Operating Officer, Scripps Networks Interactive”.

 

2.

Compensation.  The first sentence of Section 3(a) is amended by replacing “$850,000” with “$1,050,000 (effective August 1, 2015).” The first sentence of Section 3(b) is amended by replacing 80% with 100%.

 

2.

No Other Amendments.  Except as expressly amended, modified and supplemented hereby, the provisions of the Employment Agreement are and will remain in full force and effect and shall be binding on the parties thereto.  References in the Employment Agreement or in any other document to the Employment Agreement shall refer to the Employment Agreement, as amended hereby.

 

3.

Counterparts.  This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same agreement.

 

If the foregoing correctly sets forth our understanding, please sign, date and return all three copies of this Amendment to the undersigned for execution on behalf of the

 

 

 


Burton Jablin

August 19, 2015

Page 2

 

 

 

 

 

Company; after this Agreement has been executed by the Company and a fully-executed copy returned to you, it shall constitute a binding agreement between us.

 

Sincerely yours,

 

 

/s/ Cynthia L. Gibson

________________________

Cynthia L. Gibson

EVP, Chief Legal Officer

 

ACCEPTED AND AGREED:

 

/s/ Burton Jablin

__________________________________

Burton Jablin

 

 

 



 

 

Exhibit 99.1

 

Scripps Networks Interactive promotes two senior management executives

 

Burton Jablin named Chief Operating Officer, with Kathleen Finch to head programming and content creation

 

Knoxville, Tenn. (For immediate release – August 20, 2015) – Scripps Networks Interactive, one of the world’s leading developers of lifestyle video content, has promoted two of its senior management team into key roles designed to enhance the company’s ability to produce, market and monetize lifestyle video content.

 

Burton Jablin, currently President of Scripps Networks, has been appointed Chief Operating Officer of Scripps Networks Interactive. In his new role, Jablin will oversee sales, distribution, programming, digital and strategic planning for the company. He will also be tasked with ensuring greater coordination and cooperation between Scripps Networks’ domestic and international programming, as the business continues to expand globally. He will continue to report to Scripps Networks Interactive Chairman, President and Chief Executive Officer Kenneth W. Lowe.

 

Kathleen Finch, currently President of HGTV, DIY Network and Great American Country, has been appointed Chief Programming, Content & Brand Officer, and will take overall responsibility for content across all six of Scripps’ domestic networks including Food Network, Cooking Channel and Travel Channel. She will work out of Scripps Networks’ offices in Knoxville and New York City, and will report to Jablin.

 

“As Scripps Networks Interactive continues to grow, both in the United States and internationally, it’s important that we take a more coordinated approach to how we operate our business and create content,” said Kenneth W. Lowe. “As one of the original founders of HGTV, and as someone who has played a key role in building our wider business for more than 20 years, Burton is ideally experienced to take on this expanded role.”

 

“Content is at the heart of everything we do at Scripps Networks Interactive, and we believe there is clear competitive advantage in taking a more coordinated approach to content development, production, scheduling and marketing across all of our U.S. networks,” said Burton Jablin. “Kathleen has proven her creative acumen through strengthening HGTV’s position as a must-have network in the United States, with 14 months of consecutive growth and a 10 percent year-on-year ratings increase. I look forward to her working with teams across all of our brands to further solidify Scripps Networks’ position as the leader in lifestyle content development.”

 

The management changes follow the announcement that Brooke Johnson, President of Food Network and Cooking Channel, will be retiring after more than 12 years leading the brand. Johnson will continue to serve as a consultant to Scripps Networks Interactive through the end of 2016.

 

 

 

 


 

Shannon O’Neill, President of Travel Channel, has been appointed Managing Director, Finance & Operations of Scripps Networks Interactive’s U.S. networks. Reporting to Chief Financial Officer Lori Hickok, O’Neill will support Hickok and Finch in the creation and implementation of more unified approaches to day-to-day operations, strategic decision-making and capital allocation across Scripps Networks’ business in the United States.

 

“Shannon O’Neill has overseen the launch of one of the largest slates of new programming in Scripps Networks’ storied history, and I know that the network will reap the benefits of that work for a long while to come,” said Jablin. “I’m very pleased that the company will continue to benefit from his experience and expertise as we seek to further build our business in this fast-paced media landscape.”

 

Burton Jablin was part of the original team that launched HGTV in 1994, supervising production of the network’s original programming slate as executive producer. He has since held a series of senior production and programming roles within the company, before being appointed to President of Scripps Networks in 2013.  Prior to joining HGTV, Jablin worked for more than 10 years in television news, including roles at WBBM-TV in Chicago, and KTTV in Los Angeles.

 

Kathleen Finch joined Scripps Networks in 1999, as senior vice president of primetime programming at Food Network, and helped launch the careers of many of the network’s leading stars. Having been promoted to lead both HGTV and DIY Network, Finch played an integral role in helping the networks achieve record-breaking ratings and revenue, and launched acclaimed series such as ‘Property Brothers’, ‘Flip or Flop’, ‘Fixer Upper’, and ‘The Vanilla Ice Project’. Finch was previously a journalist, notably spending 12 years as a CBS Network News producer, traveling the world to cover breaking news and events.

 

High-resolution headshots of Burton Jablin and Kathleen Finch are available in the Scripps Networks Interactive online newsroom.

 

About Scripps Networks Interactive
Scripps Networks Interactive (NYSE: SNI) is one of the leading developers of engaging lifestyle content in the home, food and travel categories for television, the Internet and emerging platforms. The company's lifestyle media portfolio comprises popular television and Internet brands HGTV, DIY Network, Food Network, Cooking Channel, Travel Channel and Great American Country, which collectively engage more than 190 million U.S. consumers each month. International operations include TVN, Poland’s premier multi-platform media company; UKTV, an independent commercial joint venture with BBC Worldwide; Asian Food Channel, the first pan-regional TV food network in Asia; and lifestyle channel Fine Living. The company’s global networks and websites reach millions of consumers across North and South America, Asia, Europe, the Middle East and Africa. Scripps Networks Interactive is headquartered in Knoxville, Tenn. For more information, please visit scrippsnetworksinteractive.com.

 

# # #

 

Contact:  Scripps Networks Interactive

Investors: Mike Gallentine, 865-560-4473, mgallentine@scrippsnetworks.com

Media: Dylan Jones, 865-560-5068, DJones@scrippsnetworks.com

 

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