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): April 2, 2012
EMMIS COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its
charter)
INDIANA
(State of incorporation or organization)
0-23264
(Commission file number)
35-1542018
(I.R.S. Employer
Identification No.)
ONE EMMIS PLAZA
40 MONUMENT CIRCLE
SUITE 700
INDIANAPOLIS, INDIANA 46204
(Address of principal executive offices)
(317) 266-0100
(Registrant’s Telephone Number,
Including Area Code)
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):
| | o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | o | 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
At the Special Meeting of shareholders of Emmis Communications Corporation held on April 2, 2012, the following director was elected, and the following additional proposal was voted upon and adopted:
Election of Director by Preferred Shareholders:
| | | Shareholder Votes | |
| Director | | For | | | Withheld | |
| Michelle D. Bergman | | | 791,604 | | | | 1,492,412 | |
| | | Shareholder Votes | |
| Proposal | | For | | | Against | | | Abstain | |
| Proposal to approve the 2012 Retention Plan and Trust Agreement | | | 53,447,385 | | | | 3,991,573 | | | | 3,048 | |
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.
| | EMMIS COMMUNICATIONS CORPORATION | |
| | | |
| | | | |
Date: April 2, 2012 | By: | /s/ J. Scott Enright | |
| | | J. Scott Enright, Executive Vice President, | |
| | | General Counsel and Secretary | |
| | | | |
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