WASHINGTON, D.C. — At 8am Thursday (4/30), the much-anticipated TEGNA annual shareholders’ meeting got underway.
The main event: A vote for the “GOLD” proxy card, or going with the “WHITE” proxy card — selecting a group of Board of Directors nominees hand-picked by Standard General, which has a significant stake in the company and, as such, desires a more influential role in the company’s business affairs.
Thirty minutes later, a preliminary vote count from TEGNA’s proxy solicitor was in. And, it appears Soohyung Kim‘s quest for a greater say in the affairs of the broadcast television company has ended — at least for now.
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According to TEGNA, its shareholders have re-elected all 12 of TEGNA’s directors:
Along with President/CEO Dave Lougee, the board is comprised of Gina Bianchini, Howard Elias, Stuart Epstein, Lidia Fonseca, Karen Grimes, Scott McCune, Henry McGee, Susan Ness, Bruce Nolop, Neal Shapiro, and Melinda Witmer.
Each director will serve a one-year term ending at TEGNA’s 2021 annual meeting.
As such, a campaign from Standard General to get TEGNA shareholders to select its nominees — Colleen Brown, Ellen McClain Haime, Deb McDermott, and Kim, has effectively been stopped.
The preliminary vote count is subject to certification by the Independent Inspector of Elections, but is not expected to change.
“We are grateful that our shareholders have supported our highly qualified and experienced directors,” said TEGNA Chairman of the Board Howard D. Elias, who considers the outcome of the shareholder vote “a validation of our Board’s ongoing commitment to driving value” for them.
Elias added that the TEGNA Board has benefited from the opportunity “to speak directly with shareholders about TEGNA’s strategy and performance and to hear their feedback and perspective.”
This has largely involved a near daily tit-for-tat with Standard General, designed to woo media organizations into reporting that would curry favor among TEGNA shareholders, or those supporting Soo Kim. This culminated with reporting this week of a lawsuit by a serial plaintiff that fingerpoints Kim for a “short-swing” stock move.
Now, with the preliminary vote in, Elias wants Standard General to continue as a major stakeholder while working together to bring further riches to the owner of such TV stations as CBS affiliate WUSA-9 in the Nation’s Capital; and such NBC affiliates as WGRZ-2 in Buffalo, KPHX-12 in Phoenix and KUSA-9 in Denver; and ABC affiliates including KXTV-10 in Sacramento and WHAS-11 in Louisville.
“We appreciate that Standard General has a large investment in TEGNA and look forward to moving past the proxy contest and having a constructive dialogue with Soo Kim going forward,” Elias said.
Is Standard General ready for constructive dialogue? A spokesperson for the group said it would offer a comment later in the day Thursday when reached by RBR+TVBR prior to the Opening Bell on Wall Street.
Ahead of the start of trading, TGNA was down 9.2% to $10.30, with active pre-market trading underway.
That could a sign of overall market jitters, or an indication that not all of TEGNA’s shareholders are pleased by the outcome of its Board of Director voting.
In a prepared statement, Lougee exuded confidence in the selection of TEGNA’s board nominees by its shareholders.
“We are pleased by the support TEGNA shareholders have shown for our proven strategy to deliver growth and shareholder value,” he said. “We appreciate the confidence our investors have placed in our talented team to navigate the current crisis and continue TEGNA’s critical role of providing factual and reliable information to our local communities at a time when it has never been more important.”
In addition to the re-election of directors, TEGNA shareholders also ratified the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for the 2020 fiscal year; approved an advisory resolution on the compensation of TEGNA’s named executive officers; and approved a 2020 omnibus incentive compensation plan.
