UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): December 4, 2009
ASCENT MEDIA CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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001-34176
(Commission
File Number)
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26-2735737
(I.R.S. Employer
Identification No.) |
12300 Liberty Boulevard
Englewood, Colorado 80112
(Address of principal executive offices and zip code)
Registrants telephone number, including area code: (720) 875-5622
(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 (see General Instruction
A.2. below):
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))
The purpose of this Form 8-K/A (Amendment No. 1) is to supplement the information provided
under Item 5.02(d) of Ascent Media Corporations Current Report on Form 8-K filed on December 10,
2009 (the Original 8-K).
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Item 5.02(d) |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
As previously reported in the Original 8-K, on December 4, 2009 Carl E. Vogel was elected to
the board of directors (the Board) of Ascent Media Corporation (the
Corporation) and appointed to serve on the Audit Committee of the Board. On December 17,
2009, the Board appointed Mr. Vogel to also serve as chairman of the Executive Committee of the
Board. As the chairman of the Executive Committee, it is expected that Mr. Vogel will receive an
additional grant of restricted shares under the Corporations existing 2008 Non-Employee
Director Incentive Plan with respect to Series A common stock of the Corporation having an
aggregate value of $15,000, based on the closing market price of the Corporations Series A
common stock on the date of grant. Such restricted shares will have the same terms as disclosed
in the Original 8-K.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
Date: December 22, 2009
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ASCENT MEDIA CORPORATION
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By: |
/s/ William E. Niles
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Name: |
William E. Niles |
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Title: |
Executive Vice President, General Counsel and
Secretary |
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