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): May 20, 2014
AMERICAN TOWER CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-14195 | 65-0723837 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
116 Huntington Avenue
Boston, Massachusetts 02116
(Address of Principal Executive Offices) (Zip Code)
(617) 375-7500
(Registrant’s telephone number, including area code)
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):
| ¨ | 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 5.07 Submission of Matters to a Vote of Security Holders.
The 2014 Annual Meeting of Stockholders of American Tower Corporation (the “Company”) was held on May 20, 2014 to consider and act upon the three proposals listed below. Proposals 1, 2 and 3 were approved and adopted. The final results of the stockholder voting regarding each proposal were as follows:
| 1. | Election of the following directors for the ensuing year or until their successors are elected and qualified. |
Nominee | Votes Cast For | Votes Against | Votes Abstained | Broker Non-Votes | ||||
Raymond P. Dolan | 328,753,886 | 4,141,308 | 553,958 | 22,411,241 | ||||
Ronald M. Dykes | 332,782,484 | 113,132 | 553,536 | 22,411,241 | ||||
Carolyn F. Katz | 332,421,437 | 477,901 | 549,814 | 22,411,241 | ||||
Gustavo Lara Cantu | 327,951,621 | 4,943,101 | 554,430 | 22,411,241 | ||||
JoAnn A. Reed | 332,783,122 | 113,937 | 552,093 | 22,411,241 | ||||
Pamela D.A. Reeve | 325,582,772 | 7,315,430 | 550,950 | 22,411,241 | ||||
David E. Sharbutt | 332,378,950 | 517,790 | 552,412 | 22,411,241 | ||||
James D. Taiclet, Jr. | 327,070,419 | 4,705,880 | 1,672,853 | 22,411,241 | ||||
Samme L. Thompson | 327,954,002 | 4,943,273 | 551,877 | 22,411,241 |
| 2. | Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2014. |
Votes Cast For | Votes Against | Votes Abstained | Broker Non-Votes | |||
349,220,309 | 5,760,948 | 879,136 | — |
| 3. | Approval, on an advisory basis, of the Company’s executive compensation. |
Votes Cast For | Votes Against | Votes Abstained | Broker Non-Votes | |||
243,595,226 | 86,641,003 | 3,212,923 | 22,411,241 |
Item 8.01 Other Events.
On May 21, 2014, the Company issued a press release (the “Press Release”) announcing that its board of directors (the “Board”) declared a cash distribution of $0.34 per share of the Company’s common stock, payable on July 16, 2014 to such holders of record at the close of business on June 17, 2014. Additionally, the Company announced that the Board declared a cash distribution of $1.3563 per share of the Company’s 5.25% Mandatory Convertible Preferred Stock, Series A, payable on August 15, 2014 to such holders of record at the close of business on August 1, 2014.
A copy of the Press Release is filed herewith as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | |
99.1 | Press Release, dated May 21, 2014. | |
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.
| AMERICAN TOWER CORPORATION | ||||||
| (Registrant) | ||||||
| Date: May 21, 2014 | By: | /s/ THOMAS A. BARTLETT | ||||
| ||||||
Thomas A. Bartlett
| ||||||
Executive Vice President and Chief Financial Officer | ||||||
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press Release, dated May 21, 2014. | |