8-K
Live Nation Entertainment, Inc. (LYV)
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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):
September 30, 2021
Live Nation Entertainment, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-32601 | 20-3247759 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission File No.) | (I.R.S. Employer<br>Identification No.) |
| 9348 Civic Center Drive | ||
| --- | --- | |
| Beverly Hills, California | 90210 | |
| (Address of principal executive offices) | (Zip Code) |
(310) 867-7000
(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:
| ☐ | 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:
| 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, $.01 Par Value Per Share | LYV | 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 30, 2021, the Board of Directors (the “Board”) of Live Nation Entertainment, Inc. (“Live Nation”) elected Latriece Watkins as a member of the Board. Ms. Watkins has not been appointed to any Board committees at this time.
There is no arrangement or understanding between Ms. Watkins and any other person pursuant to which Ms. Watkins was elected as a director. There are no transactions in which Ms. Watkins has an interest requiring disclosure under Item 404(a) of Regulation S-K. In connection with her appointment to the Board: (i) on September 30, 2021, Ms. Watkins and Live Nation entered into Live Nation’s form indemnification agreement for directors, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference, and (ii) on October 4, 2021, Ms. Watkins was granted 1,201 shares of Live Nation restricted common stock pursuant to the company’s non-employee director compensation plan, which shares represent a prorated portion of the annual non-employee director grant and will vest on June 16, 2022. A copy of the press release issued by Live Nation on October 5, 2021 in respect of Ms. Watkins’ appointment to the Board is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Exhibit Description |
|---|---|
| 10.1 | Form of Indemnification Agreement (incorporated by reference to Exhibit 10.23 of the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009, filed with the Securities and Exchange Commission on February 25, 2010). |
| 99.1 | Press release dated October5, 2021. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Live Nation Entertainment, Inc. | |
|---|---|
| By: | /s/ Brian Capo |
| Brian Capo | |
| Senior Vice President and<br>Chief Accounting Officer |
October 5, 2021
Document
EXHIBIT 99.1
LIVE NATION ENTERTAINMENT ELECTS LATRIECE WATKINS TO
BOARD OF DIRECTORS
LOS ANGELES, October 5, 2021 — Live Nation Entertainment (NYSE: LYV) today announced the election of Latriece Watkins to its Board of Directors. With over two decades of experience at the nation’s largest retailer, Watkins currently serves as executive vice president of Walmart’s U.S. consumables division where she leads all merchandising strategies for the company’s baby, beauty, household chemicals, household paper, over-the-counter pharmacy, personal care and pets business, with a passion for finding new ways to connect customers to the items they use every day.
“Latriece’s impressive background and business expertise will be a great addition to the board,” said Greg Maffei, chairman of the Live Nation Board of Directors. “We look forward to working with her and putting her insights into action.”
“Latriece will be a valued member of the board as Live Nation continues to look for new and innovative business opportunities that grow and complement our core concert experience,” said Live Nation Entertainment President and CEO, Michael Rapino. “Her track record speaks for itself and we’re thrilled to welcome her to the Live Nation board.”
“So much of my career has been focused on helping consumers connect with products they love - and live music is something that innately connects to everyone which makes this a really exciting opportunity,” said Watkins. “I’m excited to help Live Nation in their mission to continue connecting even more people around the world to live music.”
Watkins quickly rose through the ranks at Walmart, serving in a variety of key leadership roles within merchandising, human resources, and store operations, and real estate while also leading several important portfolio and strategic initiatives across the company. She has championed mentorship and diversity initiatives for Walmart including serving as chairperson for the company’s African American
EXHIBIT 99.1
Resource Group. She is the leader of Walmart’s Criminal Justice Shared Value Network, which is creating pathways to employment for the second chance population by partnering with nonprofits, corporations and communities to reduce and remove barriers to getting a job. Watkins works to support diversity programs and initiatives that create sustained, consistent and significant impact, within Walmart and the community.
Over the course of her career, Watkins has held numerous board roles including her current seats on the Board of Directors for the Thaden School in Bentonville, Arkansas and The Mercy Health Foundation of Northwest Arkansas. She works with a variety of local and regional chapters of non-profit organizations, including the American Heart Association, serving as chair for the Northwest Arkansas Heart Walk; Susan G. Komen Foundation; Big Brothers, Big Sisters; Boys and Girls Club; Winthrop Rockefeller Institute and the Ozark Natural Science Center. She was also a member of the Delta Sigma Theta Sorority, Inc.
For her widely recognized and celebrated work in the industry, she has been honored with the inaugural Madam C.J. Walker Award for Excellence in Diversity, Equity and Inclusion in 2021, the Distinguished African American Woman of Achievement Award from the Women’s Resource Council of Walmart and in 2020, she was featured on FORTUNE magazine’s “Ones to Watch” list. Additionally, she has been named one of Mass Market Retailers Most Influential Women in Retail.
Watkins graduated from Spelman College with a B.A. in political science and received a JD at the University of Arkansas law school.
About Live Nation Entertainment
Live Nation Entertainment (NYSE: LYV) is the world’s leading live entertainment company comprised of global market leaders: Ticketmaster, Live Nation Concerts, and Live Nation Sponsorship. For additional information, visit www.livenationentertainment.com.
Media Contact
Live Nation Media Contact:
Kaitlyn Henrich, kaitlynhenrich@livenation.com