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): May 18, 2010
ASCENT MEDIA CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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001-34176
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26-2735737 |
| (State or other jurisdiction of
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(Commission
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(I.R.S. Employer |
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File Number)
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Identification No.) |
12300 Liberty Boulevard
Englewood, Colorado 80112
(Address of principal executive offices and zip code)
Registrant’s 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))
TABLE OF CONTENTS
Item 7.01. Regulation FD Disclosure.
Jose A. Royo, President, Chief Operating Officer and director of the Company, passed away on May
18, 2010. Mr. Royo also served as president and chief executive officer of the Company’s operating
subsidiary, Ascent Media Group, LLC.
William R. Fitzgerald, Chairman and Chief Executive Officer of the Company, will serve as president
and chief executive officer of Ascent Media Group, LLC on an interim basis, in addition to his
other duties. The board has not appointed a director to fill the vacancy created by Mr. Royo’s
passing.
A copy of the Company’s press release regarding this matter is furnished as part of this Form 8-K
and is attached hereto as Exhibit 99.1. The Company does not intend for this Item 7.01 or Exhibit
99.1 to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (Exchange Act), or to be incorporated by reference into any filings under the Exchange Act
or the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
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| Exhibit No. |
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99.1
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Press Release dated May 18, 2010 |
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: May 18, 2010
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ASCENT MEDIA CORPORATION
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/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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