SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 11, 2019
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
(IRS Employer Identification
1515 Broadway, New York, NY
(Address of principal executive offices)
Registrant’s telephone number, including area code: (212) 258-6000
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))
Section 5 – Corporate Governance and Management
Submission of Matters to a Vote of Security Holders.
The final results of voting on each of the items presented at Viacom Inc.’s (“Viacom” or the “Company”) Annual Meeting of Stockholders held on March 11, 2019, as certified by the Company’s independent inspector of election, are set forth below.
Holders of a majority of the aggregate voting power of the Viacom Class A Common Stock present (whether in person or by proxy) and entitled to vote at the Annual Meeting voted “for” each of the directors nominated pursuant to Item 1, and “for” Item 2. Each of Item 1 and Item 2 was therefore approved pursuant to the Company’s Amended and Restated Bylaws.
A total of 48,787,136 shares of Class A Common Stock, representing approximately 98.69% of the Class A shares outstanding, were represented at the Annual Meeting.
Election of Directors:
Robert M. Bakish
Cristiana Falcone Sorrell
Thomas J. May
Judith A. McHale
Ronald L. Nelson
Charles E. Phillips, Jr.
Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent auditor for fiscal year 2019:
/s/ Christa A. D’Alimonte
Christa A. D’Alimonte
Executive Vice President, General Counsel and Secretary