UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
(a) On May 31, 2023, Beasley Broadcast Group, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”) in Naples, Florida.
(b) At the Annual Meeting:
| (1) | The stockholders voted to elect each of the eight nominees for director to hold office until the next annual meeting of stockholders or until their respective successors have been elected or appointed; |
| (2) | The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers; and |
| (3) | The stockholders ratified the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. |
The voting results for each proposal are reported below.
Election of Directors
| For | Withheld | Broker Non-votes |
||||||||||
| By Holders of Class A Common Stock |
||||||||||||
| Michael J. Fiorile | 2,463,424 | 1,411,768 | 3,764,772 | |||||||||
| Gordon H. Smith | 2,465,164 | 1,410,028 | 3,764,772 | |||||||||
| By Holders of All Classes of Common Stock |
||||||||||||
| Brian E. Beasley | 168,906,955 | 1,595,667 | 3,764,772 | |||||||||
| Bruce G. Beasley | 168,905,895 | 1,596,727 | 3,764,772 | |||||||||
| Caroline Beasley | 169,077,193 | 1,425,429 | 3,764,772 | |||||||||
| Peter A. Bordes, Jr. | 168,825,775 | 1,676,847 | 3,764,772 | |||||||||
| Leslie V. Godridge | 169,856,361 | 646,261 | 3,764,772 | |||||||||
| Charles M. Warfield, Jr. | 169,091,972 | 1,410,650 | 3,764,772 | |||||||||
Advisory Vote to Approve Named Executive Officer Compensation
| For |
Against |
Abstain |
Broker Non-votes | |||||
| 169,969,376 | 481,417 | 51,829 | 3,764,772 |
Ratification of the Appointment of the Company’s Independent Registered Public Accounting Firm
| For |
Against |
Abstain |
Broker Non-votes | |||||
| 174,109,969 | 99,448 | 57,977 | — |
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SIGNATURE
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.
| BEASLEY BROADCAST GROUP, INC. | ||||||
| Date: June 1, 2023 | By: /s/ Marie Tedesco | |||||
| Marie Tedesco | ||||||
| Chief Financial Officer | ||||||
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