2014 Annual Meeting 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):  February 19, 2014


_______________________________________________________________________
LEE ENTERPRISES, INCORPORATED
(Exact name of Registrant as specified in its charter)

_______________________________________________________________________

Commission File Number 1-6227

Delaware
(State of Incorporation)
42-0823980
(I.R.S. Employer Identification No.)


201 N. Harrison Street, Davenport, Iowa 52801
(Address of Principal Executive Offices)


(563) 383-2100
Registrant’s telephone number, including area code

_____________________________________________________________________________________

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))






Item 5.07.    Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders (“Annual Meeting”) of Lee Enterprises, Incorporated (the “Company”) was held on February 19, 2014. Richard R. Cole, Nancy S. Donovan and Leonard J. Elmore were elected as directors for three-year terms expiring at the 2017 annual meeting.
 
Votes were cast for nominees for director as follows:
 
 
For
Withheld
Broker Non-Votes
Richard R. Cole
23,193,451
  346,738
20,024,080
Nancy S. Donovan
23,255,240
  284,949
20,024,080
Leonard J. Elmore
23,170,419
  369,770
20,024,080
 
The stockholders ratified the Audit Committee of the Board of Director’s appointment of KPMG LLP to serve as the independent registered public accounting firm to audit the Company’s financial statements for the 2014 fiscal year, and votes were cast as follows:

 
For
Against
Abstain
Broker Non-Votes
Ratify Selection of KPMG LLP
42,904,488
  617,342
42,439
        0

The stockholders approved the amendment of the 1996 Stock Plan for Non-Employee Directors (as amended and restated in 2010, the “Non-Employee Directors Stock Plan”), and votes were cast as follows:

 
For
Against
Abstain
Broker Non-Votes
Approval of the amendment of the Non-Employee Directors Stock Plan
22,425,816
  886,607
227,766
      20,024,080

The stockholders approved the amendment and restatement of the Incentive Compensation Program, and votes were cast as follows:

 
For
Against
Abstain
Broker Non-Votes
Approval of the amendment and restatement of the Incentive Compensation Program
21,329,020
2,001,338
209,831
      20,024,080

The stockholders approved, by non-binding vote, the Company’s compensation of its executive officers (the “Say-On-Pay” vote), and votes were cast as follows:

 
For
Against
Abstain
Broker Non-Votes
Approval of Say-On-Pay vote
22,569,658
  716,840
253,691
      20,024,080







Item 7.01.    Regulation FD Disclosure.

On February 19, 2014, the Company issued a news release announcing at its Annual Meeting that it will present a review of its digital news, sales and audience strategies, along with a financial update that included improved cost guidance. The news release noted that the presentation is available at www.lee.net. A copy of the news release is furnished as Exhibit 99.1 to this Form 8-K and incorporated by reference herein.

The information provided in this Form 8-K shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended.


Item 9.01.
Financial Statements and Exhibits.
 
 
 
 
 
 
(d)
Exhibits
 
 
 
 
 
 
 
99.1
News Release of Lee Enterprises, Incorporated, dated February 19, 2014



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 thereunto duly authorized.
 
 
 
LEE ENTERPRISES, INCORPORATED
 
 
 
 
Date: February 19, 2014
By:
 
 
Carl G. Schmidt
 
 
Vice President, Chief Financial Officer,
 
 
and Treasurer



INDEX TO EXHIBITS


Exhibit No.
Description
 
 
99.1
News Release of Lee Enterprises, Incorporated, dated February 19, 2014