Atlanta Braves Holdings Reports Control Changes & Executive Moves
Ticker: BATRB · Form: 8-K · Filed: Aug 23, 2024 · CIK: 1958140
| Field | Detail |
|---|---|
| Company | Atlanta Braves Holdings, INC. (BATRB) |
| Form Type | 8-K |
| Filed Date | Aug 23, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $50.00 |
| Sentiment | neutral |
Sentiment: neutral
Topics: control-change, executive-appointment, regulation-fd
TL;DR
Braves Holdings 8-K: Control change & new execs. Big shakeup.
AI Summary
Atlanta Braves Holdings, Inc. filed an 8-K on August 23, 2024, reporting changes in control and executive appointments effective August 21, 2024. The filing also includes information on compensatory arrangements for certain officers and financial statements. Specific details regarding the nature of the control change or the individuals appointed are not elaborated in this section of the filing.
Why It Matters
This filing signals significant shifts in the company's leadership and ownership structure, which could impact strategic direction and investor confidence.
Risk Assessment
Risk Level: medium — Changes in control and executive appointments can introduce uncertainty and potential strategic shifts, warranting closer investor scrutiny.
Key Players & Entities
- Atlanta Braves Holdings, Inc. (company) — Registrant
- August 21, 2024 (date) — Effective date of events
- August 23, 2024 (date) — Filing date
FAQ
What specific event triggered the 'Changes in Control of Registrant' disclosure?
The filing does not specify the exact event that triggered the 'Changes in Control of Registrant' disclosure, only that it occurred on or before August 21, 2024.
Who are the newly appointed officers or elected directors mentioned in the filing?
This section of the filing indicates the 'Appointment of Certain Officers' and 'Election of Directors' but does not name the individuals involved.
What are the details of the 'Compensatory Arrangements of Certain Officers'?
The filing acknowledges 'Compensatory Arrangements of Certain Officers' but does not provide specific details on these arrangements in the provided text.
What is the significance of the 'Regulation FD Disclosure' item?
The 'Regulation FD Disclosure' item indicates that material information may have been disclosed non-publicly, and this filing serves to disseminate that information broadly.
What is the company's fiscal year end?
Atlanta Braves Holdings, Inc.'s fiscal year ends on December 31.
Filing Stats: 1,386 words · 6 min read · ~5 pages · Grade level 10.8 · Accepted 2024-08-23 08:22:04
Key Financial Figures
- $50.00 — ock held by the Malone LLC that exceeds $50.00 per share. No monetary consideration w
Filing Documents
- tm2422424d1_8k.htm (8-K) — 35KB
- tm2422424d1_ex99-1.htm (EX-99.1) — 10KB
- tm2422424d1_ex99-1img001.jpg (GRAPHIC) — 15KB
- 0001104659-24-092242.txt ( ) — 287KB
- batra-20240821.xsd (EX-101.SCH) — 4KB
- batra-20240821_def.xml (EX-101.DEF) — 26KB
- batra-20240821_lab.xml (EX-101.LAB) — 36KB
- batra-20240821_pre.xml (EX-101.PRE) — 25KB
- tm2422424d1_8k_htm.xml (XML) — 5KB
01. Change in Control of Registrant
Item 5.01. Change in Control of Registrant. On August 21, 2024, John C. Malone and certain affiliated trusts and entities (collectively the " Malone Group ") entered into a Proxy and Voting Agreement with Terence F. McGuirk, Chairman of Braves Holdings, LLC and a director of Atlanta Braves Holdings, Inc. (the " Company ") (the " Malone Voting Agreement ") pursuant to which a limited liability company in which Mr. Malone is a member (the " Malone LLC ") has appointed Mr. McGuirk as proxy with respect to 887,079 shares of the Company's Series B Common Stock held by the Malone LLC (the " Malone Shares ") and granted Mr. McGuirk the sole and exclusive power to vote, subject to certain limitations, the Malone Shares (or act by written consent) with respect to the election of directors of the Company, the approval or authorization of executive compensation and any routine matter for which a member organization may give or authorize a proxy to vote without instructions from the beneficial owner pursuant to Rule 452.11 of the Rules of the New York Stock Exchange (collectively, " Included Matters "). The 887,079 shares of the Company's Series B Common Stock held by the Malone LLC represent approximately 44% of the voting power with respect to a general election of directors of the Company as of July 31, 2024. The proxy expires upon the earlier of (a) the date and time specified in a written notice delivered by Mr. Malone or the Malone LLC to Mr. McGuirk stating the date and time at which the proxy is revoked, which date shall not be less than one year from the delivery of such notice, (b) any transfer or assignment or attempted transfer or assignment, by operation of law or otherwise, of the proxy by Mr. McGuirk, (c) with respect to any Malone Shares, upon the sale, transfer or disposition by the Malone LLC of any such Malone Shares to a third party unaffiliated with the Malone Group, (d) the death of Mr. Malone and (e) the death or disability (as further defined in the Ma
02. Departure of Directors or Certain Officers; Election
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Gregory B. Maffei On August 21, 2024, Gregory B. Maffei notified the Company of his resignation as President, Chief Executive Officer, Chairman of the Board and a director of the Company effective August 31, 2024. The execution of the Malone Voting Agreement constitutes a Change in Control of the Company as defined in Mr. Maffei's Executive Employment Agreement, dated effective as of December 13, 2019, by and between Mr. Maffei and Liberty Media Corporation (" Liberty Media "), and Mr. Maffei's separation from employment with the Company is for "Good Reason" within the meaning of his Executive Employment Agreement. 2 Transition of Executive Officers In addition, the Company and Liberty Media intend to begin transitioning various general and administrative services currently provided by Liberty Media to the Company under the Services Agreement, dated as of July 18, 2023, by and between Liberty Media and the Company (the " ABH Services Agreement ") to the management of the Company, including legal, tax, accounting, treasury, information technology, cybersecurity and investor relations support. As part of that transition, all current officers of the Company (with limited exceptions), including Mr. Maffei (as described above), Brian J. Wendling, Principal Financial Officer and Chief Accounting Officer of the Company, and Renee L. Wilm, Chief Legal Officer and Chief Administrative Officer of the Company, will step down from their officer positions, effective August 31, 2024. Also effective August 31, 2024, certain members of the Company's operating team will assume these roles, with additional information to be announced in a separate Current Report on Form 8-K to be filed at a later date. 7.01. Regulation FD Disclosure. On August 23, 2024, the Company issued a press release announcing the Malone Voting
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release, dated August 23, 2024. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) 3 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: August 23, 2024 ATLANTA BRAVES HOLDINGS, INC. By: /s/ Katherine C. Jewell Name: Katherine C. Jewell Title: Vice President and Secretary 4