Emerald : Material Event - Form 8-K

Item 8.01 Other Events.

On March 12, 2024, the Board of Directors (the "Board") of Emerald Holding, Inc., a Delaware corporation (the "Company") established a record date of the close of business on March 26, 2024 (the "Record Date") for the payment of the regular accreting dividend (the "Preferred Stock Dividend") on the Company's Series A Convertible Participating Preferred Stock (the "Series A Preferred Stock") for the three-month period ending March 31, 2024.

The Board has declared a Preferred Stock Dividend on each share of Series A Preferred Stock outstanding on the Record Date in an amount of $0.120727177209119 per share of Series A Preferred Stock, or approximately $8.6 million in the aggregate. The Preferred Stock Dividend will be payable in cash to such holders of record as of the Record Date on or as promptly as practicable following March 31, 2024.

In accordance with the Certificate of Designations for the Series A Preferred Stock, the members of the Board who are (i) not employees of the Company and (ii) unaffiliated with, and otherwise independent of, the Onex Partners V Stockholders (as such term is defined in the Certificate of Designations for the Series A Preferred Stock) approved the Company's election to pay the Preferred Stock Dividend in cash.