Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 20, 2023, MediaCo Holding Inc. (the "Company") held the Company's 2023
annual meeting of shareholders (the "Annual Meeting"). At the Annual Meeting,
the Company's shareholders (i) elected two directors to the Company's board of
directors for terms of three years; (ii) voted on an advisory basis to approve
the compensation of the Company's named executive officers; and (iii) ratified
the selection by the Board's Audit Committee of Ernst & Young LLP as the
Company's independent registered public accountants for the fiscal year ending
December 31, 2023. The results of these votes, as certified by the inspector of
elections for the Annual Meeting, are set forth below.
Proposal 1. Election of two directors to the Company's board of directors for
terms of three years.
Broker
Nominee Votes For Votes Withheld Non-Votes
J. Scott Enright (Class A director) 16,917,427 95,168 959,502
Mary Beth McAdaragh (Class B director) 54,131,970 --
--
Proposal 2. Approval, on an advisory basis, of the compensation of the
Company's named executive officers.
Votes For Votes Against Abstentions Broker Non-Votes
71,112,938 30,784 843 959,502
Proposal 3. Ratification of the selection by the Board's Audit Committee of
Ernst & Young LLP as the Company's independent registered public accountants for
the fiscal year ending December 31, 2023.
Votes For Votes Against Abstentions Broker Non-Votes
72,040,523 62,463 1,081 --
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