Current Report Filing (8-k)
June 28 2019 - 04:47PM
Edgar (US Regulatory)
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): June 24, 2019
GLOBAL EAGLE ENTERTAINMENT INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-35176
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27-4757800
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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6080 Center Drive, Suite 1200, Los Angeles, California 90045
(Address of principal executive offices, including zip code)
Registrants telephone number, including area code:
310-437-6000
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 Instruction A.2. below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange
on which registered
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Common stock, $0.0001 par value
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ENT
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The Nasdaq Capital Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the
Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 5.07.
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Submission of Matters to a Vote of Security Holders.
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(a) On June 24, 2019, Global Eagle Entertainment Inc. (we or the Company) held our 2019 annual stockholders meeting (the
Annual Meeting).
(b) We set forth below a summary of the final voting results for the proposals that our stockholders considered and voted on
at the Annual Meeting.
1.
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Elect Leslie Ferraro and Harry E. Sloan as Class
II members of our Board of Directors
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Our stockholders elected each of the following as a Class II director of our board of directors, to serve for a three-year
term expiring at our annual stockholders meeting in 2022, or until his or her respective successor is duly elected and qualified. The vote tally was as follows:
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Nominee
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Votes For
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Votes Against
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Abstentions
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Leslie Ferraro
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60,262,322
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837,917
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30,961
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Harry E. Sloan
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52,901,654
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8,060,152
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169,394
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2.
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Approve (on an advisory basis) the compensation of our Named Executive Officers for 2018
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Our stockholders voted to approve (on an advisory basis) the compensation of our Named Executive Officers for 2018. The vote tally was
as follows:
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Votes For
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Votes Against
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Abstentions
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60,618,381
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452,059
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60,760
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3.
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Ratify (on an advisory basis) the appointment of KPMG LLP as our independent registered public accounting
firm for the fiscal year ending December
31, 2019
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Our stockholders voted to ratify (on an advisory basis) the
appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2019. The vote tally was as follows:
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Votes For
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Votes Against
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Abstentions
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74,747,736
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763,493
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52,401
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SIGNATURE
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
hereunto duly authorized.
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GLOBAL EAGLE ENTERTAINMENT INC.
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By:
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/s/ Christian Mezger
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Name: Christian Mezger
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Title: Chief Financial Officer
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Dated: June 28, 2019
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