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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): May 9, 2024

 

DallasNews CORPORATION

(Exact name of registrant as specified in its charter)

 

Commission file number: 1-33741

 

Texas

 

38-3765318

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

P. O. Box 224866, Dallas, Texas 75222-4866

 

(214) 977-8869

(Address of principal executive offices, including zip code)

 

(Registrant’s telephone number, including area code)

 

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Series A Common Stock, $0.01 par value

DALN

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

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.

The 2024 Annual Meeting of Shareholders of DallasNews Corporation (the “Company”) was held on May 9, 2024. The following are the final voting results and a brief description of each matter submitted to the Company’s shareholders at that meeting. Each proposal is described in more detail in the Company’s 2024 Proxy Statement dated March 27, 2024.

Proposal 1: Election of Directors. The shareholders of the Company elected each of the director nominees nominated by the Company’s Board of Directors, as follows: John A. Beckert, Louis E. Caldera, Ronald D. McCray, Grant S. Moise and Dunia A. Shive were elected as directors and are eligible to serve a one-year term until the 2025 annual meeting and until his or her successor is elected and qualified.

The following is a tabulation of the voting results with respect to each director nominee:

Director

Votes For

Votes Withheld

Broker Non-Votes

John A. Beckert

7,056,180

836,863

1,737,858

Louis E. Caldera

6,991,851

901,192

1,737,858

Ronald D. McCray

6,992,619

900,424

1,737,858

Grant S. Moise

7,727,514

165,529

1,737,858

Dunia A. Shive

7,045,501

847,542

1,737,858

Proposal 2: Ratification of the Appointment of Independent Registered Public Accounting Firm. The Company’s shareholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024 by an affirmative majority of the voting power represented at the annual meeting and entitled to vote:

Votes For

Votes Against

Abstain

9,353,940

266,702

10,259


‎

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 thereunto duly authorized.

 

Date: May 9, 2024

 

 

DALLASNEWS CORPORATION

 

 

By:

 

/s/ Catherine G. Collins

 

 

 

Catherine G. Collins

 

 

 

Chief Financial Officer

v3.24.1.u1
Document and Entity Information
May 09, 2024
Document and Entity Information [Abstract]  
Document Type 8-K
Document Period End Date May 09, 2024
Entity Registrant Name DallasNews CORPORATION
Entity File Number 1-33741
Entity Incorporation, State or Country Code TX
Entity Tax Identification Number 38-3765318
Entity Address, Address Line One P. O. Box 224866
Entity Address, City or Town Dallas
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75222-4866
City Area Code 214
Local Phone Number 977-8869
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Title of 12(b) Security Series A Common Stock, $0.01 par value
Trading Symbol DALN
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001413898
Amendment Flag false
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