0001579877FALSE00015798772024-06-032024-06-03

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 3, 2024
 _________________________
OUTFRONT Media Inc.
(Exact name of registrant as specified in its charter)
 __________________________
Maryland
001-36367
46-4494703
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification Number)
90 Park Avenue, 9th Floor
New York,
New York
10016
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (212) 297-6400
__________________________

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 (see General Instruction A.2. below):

☐    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(s)
Name of each exchange on which registered
Common Stock, $0.01, par value
OUT
New York Stock Exchange
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.
OUTFRONT Media Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders on June 3, 2024 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted for (1) the re-election of eight incumbent directors, Nicolas Brien, Angela Courtin, Manuel A. Diaz, Michael J. Dominguez, Jeremy J. Male, Peter Mathes, Susan M. Tolson and Joseph H. Wender, to the Company’s board of directors (the “Board”); (2) the ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for fiscal year 2024; and (3) the approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers. The final voting results on each of the matters submitted to a vote of stockholders at the Annual Meeting were as follows:

(1) Election of eight director nominees.
 
NomineeVotes ForVotes AgainstAbstentionsBroker Non-Votes
Nicolas Brien146,494,6202,107,18361,40510,898,058
Angela Courtin146,496,1022,111,54755,55910,898,058
Manuel A. Diaz131,038,44417,565,20559,55910,898,058
Michael J. Dominguez146,484,7762,114,70063,73210,898,058
Jeremy J. Male145,937,9932,659,58565,63010,898,058
Peter Mathes146,003,1162,597,88762,20510,898,058
Susan M. Tolson119,824,05228,784,45454,70210,898,058
Joseph H. Wender131,034,64517,565,98962,57410,898,058

(2) Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for fiscal year 2024.

Votes ForVotes AgainstAbstentionsBroker Non-Votes
158,908,666582,91369,687—

(3) Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.

Votes ForVotes AgainstAbstentionsBroker Non-Votes
143,322,0264,748,423592,75910,898,058




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.
OUTFRONT MEDIA INC.
By:
   /s/ Matthew Siegel
Name:
Matthew Siegel
Title:
Executive Vice President and
Chief Financial Officer

Date: June 3, 2024
                        






v3.24.1.1.u2
Cover Page
Jun. 03, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jun. 03, 2024
Exact name of registrant as specified in its charter OUTFRONT Media Inc.
State or other jurisdiction of incorporation MD
Commission File Number 001-36367
I.R.S. Employer Identification Number 46-4494703
Entity Address, Address Line One 90 Park Avenue, 9th Floor
Entity Address, City or Town New York,
Entity Address, State or Province NY
Zip Code 10016
City Area Code 212
Registrant's telephone number 297-6400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.01, par value
Trading Symbol OUT
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001579877
Amendment Flag false
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