--- schema_version: "secwatch.filing_event.v1" accession: "0001558370-23-008853" form_type: "8-K" ticker: "SGA" cik: "0000886136" company_name: "SAGA COMMUNICATIONS INC" filed_at: "2023-05-09T23:59:59+00:00" generated_at: "2026-06-15T11:25:53.354948+00:00" event_type: "dividend" sentiment: "neutral" materiality_score: 0.4 calibrated_materiality_score: 0.4 confidence: "high" source: SEC EDGAR --- # Saga Communications declares $0.25 quarterly dividend; elects directors with notable withhold votes ## Summary - Quarterly cash dividend of $0.25 per share declared, payable June 16, 2023 to holders of record May 22, aggregate ~$1.5M. - Variable dividend policy restated: 70% of prior year Free Cash Flow may be declared in Q2, net of acquisitions, dividends, debt paydowns, buybacks. - Director Gary G. Stevens elected with 2,249,479 for vs 3,174,387 withheld — more withheld than for. - 2023 Incentive Compensation Plan approved (5,145,459 for, 226,776 against); say-on-pay approved (3,449,315 for). - Advisory frequency vote selects every year; company to hold annual say-on-pay votes until at least 2029. ## SEC filing metadata - accession: 0001558370-23-008853 - form_type: 8-K - ticker: SGA - cik: 0000886136 - company_name: SAGA COMMUNICATIONS INC - filed_at: 2023-05-09T23:59:59+00:00 - event_type: dividend - sentiment: neutral - materiality_score: 0.4 - calibrated_materiality_score: 0.4 - confidence: high - sec_items: 5.07, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/886136/000155837023008853/0001558370-23-008853-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/886136/000155837023008853/sga-20230509x8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001558370-23-008853 - JSON: https://secwatch.observer/filing/0001558370-23-008853.json - Plain text: https://secwatch.observer/filing/0001558370-23-008853.txt ## Key facts - Shareholder Votes SAGA COMMUNICATIONS INC shareholders approved Advisory vote on the frequency of say-on-pay votes at the 2023-05-08 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-08 source text: (5) The proposal to recommend, by a non-binding advisory vote, whether the non-binding advisory vote to approve the compensation of our named executive officers should occur every year, every other year or every three years was approved for every year with 5,087,245 votes cast for, 6,324 votes cast for every other year, 327,280 votes cast for every three years, 217,384 broker non-votes and 3,017 abstentions. evidence_url: https://www.sec.gov/Archives/edgar/data/886136/000155837023008853/0001558370-23-008853-index.htm - Shareholder Votes SAGA COMMUNICATIONS INC shareholders approved Advisory vote on the compensation of named executive officers at the 2023-05-08 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-08 source text: (4) The proposal to adopt, by a non-binding advisory vote, a resolution approving the compensation of our named executive officers was approved with 3,449,315 votes cast for, 1,973,794 votes cast against, 217,384 broker non-votes and 757 abstentions. evidence_url: https://www.sec.gov/Archives/edgar/data/886136/000155837023008853/0001558370-23-008853-index.htm - Shareholder Votes SAGA COMMUNICATIONS INC shareholders approved Election of eight nominees as directors for the ensuing year at the 2023-05-08 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-08 source text: (1) The eight nominees for election as directors for the ensuing year, and until their successors are elected and qualified, were elected and received the following votes: evidence_url: https://www.sec.gov/Archives/edgar/data/886136/000155837023008853/0001558370-23-008853-index.htm - Shareholder Votes SAGA COMMUNICATIONS INC shareholders approved Ratification of the appointment of UHY LLP as independent auditors at the 2023-05-08 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-08 source text: (3) The proposal to ratify the appointment by the Board of Directors of UHY LLP as independent auditors to audit our consolidated financial statements for the fiscal year ending December 31, 2023 was approved with 5,577,563 votes cast for, 3,729 votes cast against and 59,958 abstentions. evidence_url: https://www.sec.gov/Archives/edgar/data/886136/000155837023008853/0001558370-23-008853-index.htm - Shareholder Votes SAGA COMMUNICATIONS INC shareholders approved Approval of the Saga Communication, Inc. 2023 Incentive Compensation Plan at the 2023-05-08 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-05-08 source text: (2) The proposal to approve the Saga Communication, Inc. 2023 Incentive Compensation Plan was approved 5,145,459 votes cast for, 226,776 votes cast against, 217,384 broker non-votes and 51,631 abstentions. evidence_url: https://www.sec.gov/Archives/edgar/data/886136/000155837023008853/0001558370-23-008853-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.