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): September 13, 2011

 

Lions Gate Entertainment Corp.

(Exact name of registrant as specified in charter)

 

British Columbia, Canada
(State or Other Jurisdiction of Incorporation)

 

(Commission File Number) 1-14880

 

(IRS Employer Identification No.) N/A

 

(Address of principal executive offices)
1055 West Hastings Street, Suite 2200
Vancouver, British Columbia V6E 2E9
and
2700 Colorado Avenue, Suite 200
Santa Monica, California 90404

 

Registrant’s telephone number, including area code: (877) 848-3866

 

No Change
(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:

 

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.

 

On September 13, 2011, Lions Gate Entertainment Corp. (the “Company”) held its Annual General Meeting of Shareholders (the “Annual Meeting”) to consider and vote upon the election of each of the nominated directors to the Company’s Board of Directors (the “Board”), the re-appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm, an advisory vote to approve executive compensation and an advisory vote on the frequency of future advisory votes on executive compensation.  For more information about the proposals considered and voted upon at the Annual Meeting, please see the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission on August 12, 2011. Of the 137,170,164 common shares outstanding and entitled to vote at the Annual Meeting, 133,575,685 common shares (or 97.3%) were represented in person or by proxy at the Annual Meeting.

 

The shareholders voted to elect all of the Company’s director nominees, approved the re-appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm, approved the advisory vote on executive compensation, and approved a frequency of one year for future advisory votes on executive compensation. Based on the results of the vote, and consistent with the Board’s recommendation, the Board has determined to hold an advisory vote on executive compensation every year until the next required advisory vote on the frequency of future advisory votes on executive compensation.

 

The number of votes cast for or withheld from the election of each director and the number of votes cast for or against or abstaining from the other matters voted upon is also set forth below. The number of broker non-votes or other shares not voted with respect to the election of each director and the other proposals, as applicable, is also set forth below. The voting results disclosed below are final and have been certified by IVS Associates, Inc., the independent Inspector of Elections

 

 

 

Number of
Shares

Voted For

 

Number of
Shares

Voted Against

 

Number of
Shares

Abstained

 

Broker
Non-Votes

 

Election of Directors

 

 

 

 

 

 

 

 

 

Norman Bacal

 

81,145,456

 

1,359,602

 

44,641,069

 

6,428,558

 

Michael Burns

 

81,879,009

 

625,959

 

44,641,069

 

6,428,558

 

Arthur Evrensel

 

68,872,652

 

13,632,406

 

44,641,069

 

6,428,558

 

Jon Feltheimer

 

81,163,299

 

1,341,759

 

44,641,069

 

6,428,558

 

Frank Giustra

 

70,134,574

 

12,370,484

 

44,641,069

 

6,428,558

 

Morley Koffman

 

81,893,772

 

611,286

 

44,641,069

 

6,428,558

 

Harald Ludwig

 

82,204,117

 

300,941

 

44,641,069

 

6,428,558

 

G. Scott Paterson

 

81,889,673

 

615,385

 

44,641,069

 

6,428,558

 

Mark H. Rachesky, M.D.

 

76,005,015

 

6,500,043

 

44,641,069

 

6,428,558

 

Daryl Simm

 

82,167,649

 

337,409

 

44,641,069

 

6,428,558

 

Hardwick Simmons

 

82,228,009

 

277,049

 

44,641,069

 

6,428,558

 

Phyllis Yaffe

 

82,257,347

 

247,711

 

44,641,069

 

6,428,558

 

 

 

 

Number of Shares
Voted For

 

Number of Shares
Voted Against

 

Number of Shares
Abstained

 

Re-Appointment of Ernst & Young LLP

 

87,883,604

 

927,955

 

44,764,126

 

 

2



 

 

 

Number of
Shares
Voted For

 

Number of
Shares
Voted Against

 

Number of
Shares

Abstained

 

Broker
Non-Votes

 

Advisory Vote to Approve Executive Compensation

 

66,345,630

 

16,088,959

 

44,712,538

 

6,428,558

 

 

 

 

One Year

 

Two Years

 

Three Years

 

Number of
Shares
Abstained

 

Broker
Non-Votes

 

Advisory Vote On The Frequency Of Future Advisory Votes On Executive Compensation

 

66,345,630

 

140,570

 

14,470,980

 

44,712,538

 

6,428,558

 

 

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 hereunto duly authorized.

 

 

Date: September 16, 2011

LIONS GATE ENTERTAINMENT CORP.

 

 

 

/s/ James Keegan

 

James Keegan

 

Chief Financial Officer

 

3