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Section 1: 8-K (FORM 8-K)

 

 

 

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 23, 2018

 

 

SAGA COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware 1-11588 38-3042953
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation)   Identification No.)

 

73 Kercheval Avenue  
Grosse Pointe Farms, MI 48236
(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (313) 886-7070

 

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))

 

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 May 23, 2018, Saga Communications, Inc. (the “Company”) issued a press release announcing that its Chief Operating Officer, Warren Lada, will retire at the end of June, 2018.

 

Prior to his current position as Chief Operating Officer, Mr. Lada served as President and General Manager for Saga radio station WAQY, Rock 102, in Springfield, Massachusetts.

 

The full text of the press release announcing Mr. Lada’s retirement is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No. Description
   
99.1 Press Release dated May 23, 2018.

 

   

 

 

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.

 

 

  SAGA COMMUNICATIONS, INC.
     
     
Dated: May 23, 2018 By:   /s/ Samuel D. Bush
    Samuel D. Bush
    Senior Vice President and
    Chief Financial Officer

 

   

 

 

INDEX OF EXHIBITS

 

Exhibit No. Description
   
99.1 Press Release dated May 23, 2018.

 

   

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Section 2: EX-99.1 (EXHIBIT 99.1)

Saga Communications, Inc. Announces the Retirement of Chief Operating Officer

GROSSE POINTE FARMS, Mich., May 23, 2018 /PRNewswire/ -- Saga Communications, Inc. (NYSE American: SGA) today announced that its Chief Operating Officer, Warren Lada, will retire at the end of June, 2018. Ed Christian, Saga's President and Chief Executive Officer, said, "Warren has been an integral part of Saga for the past 27 years and we will deeply miss his contributions to Saga and its radio stations across the US." Prior to his current position as Chief Operating Officer, Mr. Lada served as President and General Manager for Saga radio station WAQY, Rock 102, in Springfield, Massachusetts. Mr. Lada's career encompasses 42 years, exclusively in the radio industry.

Saga is a broadcasting company whose business is devoted to acquiring, developing and operating broadcast properties. Saga owns or operates broadcast properties in 26 markets, including 75 FM, 33 AM radio stations and 75 metro signals. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacom.com.

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as "believes," "expects," "anticipates," "guidance," "intent" and similar expressions are intended to identify forward-looking statements. Key risks, including risks associated with Saga's ability to effectively integrate the stations it acquires and the impact of federal regulation on Saga's business, are described in the reports Saga periodically files with the U.S. Securities and Exchange Commission, including Item 1A of our Annual Report on Form 10-K. Readers should note that these statements may be impacted by several factors, including national and local economic changes and changes in the radio broadcast industry in general, as well as Saga's actual performance. Results may vary from those stated herein and Saga undertakes no obligation to update the information contained here.



CONTACT: Samuel D. Bush, 313/886-7070

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