UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 10, 2018

 

 

WideOpenWest, Inc.

(Exact name of registrant as specified in its Charter)

 

 

 

 

7887 East Belleview Avenue, Suite 1000
 Englewood, CO 80111
(Address of Principal Executive Offices, including Zip Code)

 

(720) 479-3500
 (Registrant’s telephone number, including area code)

 

Not applicable
(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:

 

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

 

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

 

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

 

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

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o

 

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. o

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

WideOpenWest, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on May 10, 2018. The matters voted upon were (i) the re-election of three Class I members of the Board of Directors for a three year term, (ii) the ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for 2018, (iii) a proposal to approve, by non-binding vote, the Company’s executive compensation, and (iv) an advisory, non-binding vote, on the frequency of future advisory votes on executive compensation.

 

Based on the votes by holders of the Company’s common stock, the final results for each proposal presented to stockholders at the Annual Meeting are set forth below:

 

1.              The re-election of Teresa Elder, Jeffrey Marcus and Phil Seskin as Class I directors:

 

DIRECTOR NOMINEES		VOTES FOR		VOTES AGAINST		ABSTAIN		BROKER NON-VOTES
Teresa Elder		69,526,492		4,287,494		3,731		4,323,006
Jeffrey Marcus		67,094,532		6,252,070		471,115		4,323,006
Phil Seskin		67,529,379		5,680,440		607,898		4,323,006

 

2.              The ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for 2018:

 

VOTES FOR		VOTES AGAINST		ABSTAIN
77,824,571		164,069		152,083

 

3.              A proposal to approve, by non-binding vote, the Company’s executive compensation:

 

VOTES FOR		VOTES AGAINST		ABSTAIN		BROKER NON-VOTES
71,680,664		2,112,946		24,107		4,323,006

 

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4.              An advisory, non-binding vote, on the frequency of future advisory votes on executive compensation:

 

1 YEAR		2 YEAR		3 YEAR		ABSTAIN
73,769,523		23,523		19,650		5,021

 

No other matters were considered and voted on by the Company’s stockholders at the Annual Meeting.

 

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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.

 

	WIDEOPENWEST, INC
Date: May 11, 2018	By:	/s/ Richard E. Fish, Jr.
		Richard E. Fish, Jr.
		Chief Financial Officer

 

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