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): August 1, 2008
World Wrestling Entertainment, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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000-27639
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04-2693383 |
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(State or other
jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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1241 East Main Street, |
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Stamford, CT
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06902 |
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(Address of principal executive
offices)
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(Zip
Code) |
Registrants telephone number, including area code: (203) 352-8600
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.):
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 © under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02. |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On August 1, 2008, the Board of Directors of World Wrestling Entertainment, Inc. (the
Company) elected the following individuals as Directors: Kevin Dunn, Frank A. Riddick, III and
Jeffrey R. Speed. Each of these three directors shall serve until the next annual meeting of the
Companys stockholders or his successor shall have been chosen and qualified. Messrs Riddick and
Speed have been determined by the Board to satisfy the independence requirements of applicable New
York Stock Exchange and Securities and Exchange Commission rules and each is financially literate.
Messrs Riddick and Speed will join the Companys Audit Committee in addition to current members
David Kenin and Michael Solomon. Mr. Riddick will chair the Committee. As announced in connection
with his election at the Companys last Annual Meeting, Robert Bowman intended to resign when the
Company found a suitable, independent director to succeed him. Accordingly, on August 4, 2008, he
resigned as a Director and member of the Audit Committee.
Kevin Dunn has served as Executive Vice President, Television Production, since July 2003,
and, before that, served as our Executive Producer for 11 years. In his current position running
WWEs pivotal television business, he manages WWEs television and production facilities, including
a team of approximately 165 people that produce five hours of fresh, prime time television programming each week
for U.S. networks and nine hours of original programming for international markets, as well as
content for DVDs, pay-per-views, and video on demand. Mr. Dunn has been the line producer of all
WWE telecasts since 1988, including more than 700 episodes of RAW and 24 WrestleMania
pay-per-views.
Mr. Riddick is a consultant to TowerBrook Capital Partners, L.P. (TowerBrook), a New York
and London based private equity firm. Prior to joining TowerBrook, he served as President and
Chief Executive Officer of Formica Corporation, a manufacturer of surfacing materials used in
countertops, cabinets, and flooring from January 2002 to April 2008. Mr. Riddick was instrumental
in assisting Formica to emerge from Chapter 11 bankruptcy proceedings in June 2004. He served as
President and Chief Operating Officer of Armstrong Holdings, Inc. from February 2000 to November
2001 and as Chief Financial Officer at Armstrong and its subsidiaries from 1995 to 2000.
Prior to joining Armstrong, Mr. Riddick held a number of financial managerial positions with FMC
Corporation, General Motors Corporation and Merrill Lynch & Co., Inc. Mr. Riddick is a director
of GrafTech International Ltd, a manufacturer of graphite electrodes for electric arc furnace steel
and various other ferrous and nonferrous metals; natural graphite products for the electronics
industry and fuel cell solutions for the transportation and power generation industries; and
graphite and carbon products, as well as related technical services, for the transportation, solar,
and oil and gas exploration industries.
Mr. Speed has served as Executive Vice President and Chief Financial Officer for Six Flags,
Inc., the worlds largest regional theme park operator, since April 2006. Prior to joining Six
Flags, Mr. Speed spent approximately 13 years with The Walt Disney Company, most recently serving
from 2003 until 2006 as Senior Vice President and Chief Financial Officer for Euro Disney SAS, the
publicly-traded operator of the Disneyland Resort Paris, which is the number one tourist
destination in Europe. Prior to Euro Disney, Mr. Speed served as Vice President, Corporate Finance
and Assistant Treasurer for The Walt Disney Company. Before joining Disney in 1993, Mr. Speed
spent approximately nine years with the public accounting firm Price Waterhouse (now known as
PriceWaterhouseCoopers).
Messrs Riddick and Speed shall be entitled to our normal Board and Committee retainers and
meeting fees. Mr. Dunn, as a management Director, will not receive additional compensation for his
service as a Director.
Item 9.01 Financial Statements and Exhibits.
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99.1 Press Release dated
August 7, 2008. |