gtn20160630_8k.htm

 

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): June 30, 2016 (June 30, 2016)

 

Gray Television, Inc.

(Exact name of registrant as specified in its charter)

 

Georgia

 

001-13796

 

58-0285030

(State or other jurisdiction
of incorporation)

 

(Commission File Number)

 

(IRS employer
Identification No.)

         

4370 Peachtree Road, NE, Atlanta GA

    30319

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code

(404) 504-9828

 

 

N/A

(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:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



  

 
 

 

 

Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Effective June 30, 2016, the Board of Directors (the “Board”) of Gray Television, Inc. (the “Company”), increased the size of the Board from eight to nine members, and appointed Luis A. Garcia to serve as a Director until the Company’s annual meeting of shareholders in 2017. Mr. Garcia, age 49, has served as the President and Chief Strategist of MarketVision, a privately owned, strategic marketing firm focused on understanding diverse audiences, since 2008.

 

Mr. Garcia will receive compensation for his service as a member of the Board that is consistent with the compensatory arrangements the Company has in place with its other non-employee directors.

 

A copy of the press release announcing this appointment is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 – Financial Statements and Exhibits

 

Number

Name

   

99.1

Press release dated June 30, 2016

  

 
2

 

 

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.

 

 

GRAY TELEVISION, INC.  

 

 

 

 

 

 

 

 

 

By:

/s/ Jackson S. Cowart, IV

 

 

Name: 

Jackson S. Cowart, IV 

 

 

Title:

Vice President and Chief Accounting Officer 

 

Date: June 30, 2016

 

 
3

 

 

EXHIBIT INDEX

 

 

 

Number

Name

99.1

Press release dated June 30, 2016

 

 

4

ex99-1.htm

 

 

Exhibit 99.1

 

 

NEWS RELEASE 

 

GRAY NAMES LUIS GARCIA TO ITS BOARD OF DIRECTORS

 

Atlanta, Georgia – June 30, 2016. . . Gray Television, Inc. (“Gray,” “we,” “us” or “our”) (NYSE: GTN and GTN.A) today announced that its Board of Directors unanimously voted to expand the Board by one seat and elected Luis A. Garcia as a Director to fill that position. Like all Directors, Mr. Garcia’s term will run through our next Annual Meeting.

 

 

Luis A. Garcia is President and Lead Strategist of San Antonio-based MarketVision, an award-winning culture-inspired marketing firm focused on understanding diverse audiences and developing culturally relevant communication to bring about behavior change.  The firm specializes in strategic planning, advertising content, promotions and experiential marketing, digital and social marketing, community outreach and public relations. Clients include numerous Fortune 500 companies and leading non-profit institutions.

 

Mr. Garcia founded integrated-marketing firm Garcia 360° in 1998. He joined MarketVision as President in 2008 upon the merger of those two firms. Mr. Garcia is a native of Mexico City and a graduate of The University of Texas at Austin advertising program.

 

Gray Chairman, President and CEO Hilton H. Howell, Jr. said, “Following the passing of our long-time Chairman Dr. Billy Mayher, the Board immediately began a process to identify an additional independent director.  That effort recently culminated with the unanimous recommendation by our Nominating and Corporate Governance Committee and with the unanimous vote by the Board to elect Luis as our newest director.  His entrepreneurial success and considerable experience in strategic marketing for large and small enterprises will bring further expertise and vision to our growing company.”

 

 

 

4370 Peachtree Road, NE, Atlanta, GA 30319 | P 404.504.9828 F 404.261.9607 | www.gray.tv

 

 
 

 

 

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About Gray Television: 

 

Gray Television, Inc. (NYSE: GTN and GTN.A) is a television broadcast company headquartered in Atlanta, Georgia, that owns and operates television stations and leading digital assets in markets throughout the United States.  We currently own and/or operate television stations across 51 television markets that collectively broadcast over 180 program streams including 36 channels affiliated with the CBS Network, 27 channels affiliated with the NBC Network, 19 channels affiliated with the ABC Network and 14 channels affiliated with the FOX Network.  We own and/or operate the number-one or number-two ranked television station operations in essentially all of our markets, which collectively cover approximately 9.5 percent of total United States television households.

 

Gray Contacts:

 

www.gray.tv 

Hilton H. Howell, Jr., Chairman, President and Chief Executive Officer, 404-266-5512

Jim Ryan, Executive Vice President and Chief Financial Officer, 404-504-9828

Kevin P. Latek, Executive Vice President, Chief Legal and Development Officer, 404-504-9828

 

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