8-K
filed May 16, 2024, 7:59 PM ET
ticker CCO
CIK 0001334978
other material
confidence high
sentiment neutral
materiality 0.65
Clear Channel Outdoor grants performance-based RSUs to execs; shareholders approve stock plan increase
Clear Channel Outdoor Holdings, Inc.
- CEO Scott Wells, CFO David Sailer, CLO Lynn Feldman granted PSUs with target values $3.75M, $1.2M, $1M respectively.
- PSUs vest in 1/3 increments based on stock price hurdles of $2.50, $3.25, $4.25 (60%-172% above current $1.56) over 4-year period.
- Stockholders approved 2012 Incentive Plan amendment adding 36.7M new shares and eliminating liberal share recycling for stock options/SARs.
- All director nominees elected; advisory say-on-pay passed; officer exculpation amendment and auditor ratification approved.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Clear Channel Outdoor Holdings, Inc. shareholders approved Ratification of the selection of Ernst & Young LLP as the independent registered public accounting firm for the year ending December 31, 2024 at the 2024-05-16 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2024-05-16
Exact text from the filing
Proposal 5: Ratification of the selection of Ernst & Young LLP as the independent registered public accounting firm for the year ending December 31, 2024 Votes For Votes Against Abstentions Broker Non-Votes 425,690,444 7,881,878 292,637 N/A
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Clear Channel Outdoor Holdings, Inc. shareholders approved Approval of the advisory (non-binding) resolution on executive compensation at the 2024-05-16 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2024-05-16
Exact text from the filing
Proposal 2: Approval of the advisory (non-binding) resolution on executive compensation Votes For Votes Against Abstentions Broker Non-Votes 357,817,942 3,434,774 70,505 72,541,738
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Clear Channel Outdoor Holdings, Inc. shareholders approved Approval of the adoption of the Company’s 2012 Third Amended and Restated Stock Incentive Plan to increase the number of shares authorized for issuance under the 2012 Second Amended and Restated Stock Incentive Plan by 36,700,000 shares and to eliminate the liberal share recycling provisions with re at the 2024-05-16 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2024-05-16
Exact text from the filing
Proposal 4: Approval of the adoption of the Company’s 2012 Third Amended and Restated Stock Incentive Plan to increase the number of shares authorized for issuance under the 2012 Second Amended and Restated Stock Incentive Plan by 36,700,000 shares and to eliminate the liberal share recycling provisions with respect to stock options and stock appreciation rights Votes For Votes Against Abstentions Broker Non-Votes 352,020,024 9,246,339 56,858 72,541,738
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Clear Channel Outdoor Holdings, Inc. shareholders approved Approval of the amendment to the Company’s Certificate of Incorporation to provide for the exculpation of certain officers as permitted by recent amendments to Delaware law at the 2024-05-16 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2024-05-16
Exact text from the filing
Proposal 3: Approval of the amendment to the Company’s Certificate of Incorporation to provide for the exculpation of certain officers of the Company as permitted by recent amendments to Delaware law Votes For Votes Against Abstentions Broker Non-Votes 340,135,744 21,099,443 88,034 72,541,738
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Clear Channel Outdoor Holdings, Inc. shareholders approved Election of Directors at the 2024-05-16 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2024-05-16
Exact text from the filing
Proposal 1: Election of Directors Name Votes For Votes Withheld Broker Non-Votes John Dionne 337,065,968 24,257,253 72,541,738 Lisa Hammitt 337,270,258 24,052,963 72,541,738 Andrew Hobson 339,962,256 21,360,965 72,541,738 Thomas C. King 339,852,099 21,471,122 72,541,738 Joe Marchese 337,186,079 24,137,142 72,541,738 W. Benjamin Moreland 340,087,370 21,235,851 72,541,738 Mary Teresa Rainey 336,838,727 24,484,494 72,541,738 Scott R. Wells 339,771,544 21,551,677 72,541,738 Raymond T. (Ted) White 354,310,176 7,013,045 72,541,738 Jinhy Yoon 340,064,991 21,258,230 72,541,738
View on SEC.gov
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