LAMAR ADVERTISING CO/NEW files DEF 14A

TL;DR

<b>Lamar Advertising Co/New files its Definitive Proxy Statement (DEF 14A) for the fiscal year ending December 31, 2023.</b>

AI Summary

LAMAR ADVERTISING CO/NEW (LAMR) filed a Proxy Statement (DEF 14A) with the SEC on April 5, 2024. Filing is a DEF 14A for Lamar Advertising Co/New. The reporting period is for the fiscal year ending December 31, 2023. The filing date is April 5, 2024. The company's Central Index Key is 0001090425. Lamar Advertising Co/New is incorporated in Delaware.

Why It Matters

For investors and stakeholders tracking LAMAR ADVERTISING CO/NEW, this filing contains several important signals. This filing is a routine proxy statement, indicating shareholder meeting preparations and executive compensation disclosures. As a DEF 14A, it provides detailed information on matters to be voted on by shareholders, including director elections and executive compensation plans.

Risk Assessment

Risk Level: low — LAMAR ADVERTISING CO/NEW shows low risk based on this filing. The filing is a standard DEF 14A, which is a routine disclosure and does not contain new material financial information or significant operational updates.

Analyst Insight

Review the executive compensation details and any shareholder proposals within the DEF 14A to understand potential impacts on corporate governance and shareholder interests.

Key Numbers

• 0001090425 — Central Index Key (Lamar Advertising Co/New)
• 2023-12-31 — Fiscal Year End (Lamar Advertising Co/New)
• 2024-04-05 — Filing Date (Lamar Advertising Co/New)

Key Players & Entities

• LAMAR ADVERTISING CO/NEW (company) — Filer
• 0001090425 (company) — Central Index Key
• DE (company) — State of Incorporation
• 2024-04-05 (date) — Filing Date
• 2023-12-31 (date) — Fiscal Year End

FAQ

Industry Context

Lamar Advertising Co/New operates in the out-of-home advertising industry, primarily through billboards, digital displays, and transit advertising.

Regulatory Implications

This filing is a DEF 14A, a standard disclosure required by the SEC for public companies regarding shareholder meetings and related matters.

What Investors Should Do

1. Analyze the detailed executive compensation packages disclosed in the DEF 14A.
2. Review any shareholder proposals and the company's recommendations for voting.
3. Note the dates of the shareholder meeting and any related deadlines for proposals.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a routine disclosure and does not represent a change from previous filings in terms of financial performance or operational status.

Key Financial Figures

• $0.001 — and outstanding: Class A Common Stock, $0.001 par value per share, Class B Common Sto

Filing Documents

• d692305ddef14a.htm (DEF 14A) — 559KB
• g692305g40k01.jpg (GRAPHIC) — 130KB
• g692305g41n02.jpg (GRAPHIC) — 125KB
• g692305g41p00.jpg (GRAPHIC) — 138KB
• g692305g45y63.jpg (GRAPHIC) — 2KB
• g692305g76t15.jpg (GRAPHIC) — 2KB
• g692305sp01.jpg (GRAPHIC) — 6KB
• 0001193125-24-088448.txt (&nbsp;) — 2218KB
• lamr-20231231.xsd (EX-101.SCH) — 5KB
• lamr-20231231_def.xml (EX-101.DEF) — 5KB
• lamr-20231231_lab.xml (EX-101.LAB) — 7KB
• lamr-20231231_pre.xml (EX-101.PRE) — 4KB
• d692305ddef14a_htm.xml (XML) — 196KB

From the Filing

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under Rule 14a-12 Lamar Advertising Company (Name of registrant as specified in its charter) (Name of person(s) filing proxy statement, if other than the registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. Table of Contents LAMAR ADVERTISING COMPANY 5321 Corporate Boulevard Baton Rouge, Louisiana 70808 (225) 926-1000 NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 16, 2024 To our Stockholders: The 2024 Annual Meeting of Stockholders of Lamar Advertising Company, a Delaware corporation (the "Company"), will be held solely by remote communication, in a virtual-only format, at 9:00 a.m. Central Daylight Time on Thursday, May 16, 2024, for the following purposes: 1. To elect nine directors, each for a one-year term. 2. To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the 2024 fiscal year. 3. To transact any other business as may properly come before the meeting. Only stockholders of record at the close of business on March 18, 2024 will be entitled to vote at the meeting. To be admitted to the virtual-only Annual Meeting, stockholders as of the record date must use the following link: www.virtualshareholdermeeting.com/LAMR2024 and enter the 16-digit control number found on the proxy card or the voting instruction form. By logging into the website, Class A Common Stockholders as of the record date will be able to vote shares electronically on all items to be considered at the Annual Meeting. If a stockholder as of the record date has any question pertaining to the business of the Annual Meeting, it must be submitted in advance of the Annual Meeting by visiting www.proxyvote.com. Questions may be submitted until 10:59 p.m. CDT, on Monday, May 13, 2024. Stockholders must have their proxy cards or voting instruction forms in hand when accessing the website and follow the instructions. To allow us to respond at the Annual Meeting to the maximum number of stockholders, each stockholder will be limited to one question. We have elected to provide access to our proxy materials over the internet for the holders of our Class A Common Stock under the Securities and Exchange Commission's "notice and access" rules. Detailed information concerning these matters is set forth in the Important Notice Regarding the Availability of Proxy Materials (the "Notice"), which holders of our Class A Common Stock have received in the mail, and in this Notice of Annual Meeting of Stockholders and the attached Proxy Statement. It is important that your shares be represented at the meeting. Therefore, whether or not you plan to attend the virtual Annual Meeting, please either vote by telephone or internet (if you hold shares of our Class A Common Stock) or, if you received printed proxy materials and wish to vote by mail, please promptly sign and return your proxy card in the enclosed envelope. Please review the instructions on each of your voting options described in the attached Proxy Statement as well as in the Notice you received in the mail. If you attend the virtual Annual Meeting and wish to vote your shares in person, your proxy will not be used. By order of the Board of Directors, James R. McIlwain, Secretary Baton Rouge, Louisiana April 5, 2024 Table of Contents PROXY STATEMENT TABLE OF CONTENTS Page GENERAL INFORMATION 1 SHARE OWNERSHIP 4 SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE 7 EXECUTIVE OFFICERS OF THE REGISTRANT 7 PROPOSAL NO. 1: ELECTION OF DIRECTORS 9 BOARD OF DIRECTORS AND COMMITTEES 15 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 17 EXECUTIVE OFFICER AND DIRECTOR COMPENSATION 19 PAY VERSUS PERFORMANCE 36 EQUITY COMPENSATION PLAN INFORMATION 40 AUDIT COMMITTEE REPORT 41 PROPOSAL NO. 2: RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 42 ADDITIONAL INFORMATION 44 i Table of Contents LAMAR ADVERTISING COMPANY PROXY STATEMENT FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 16, 2024 GENERAL INFORMATION This proxy statement is furnished in connection with the solicitation of proxies by the Board of Directors of Lamar Advertising Company for use at the Annual Meeting of Stockholders to be held solely by remote com

View Full Filing

View this DEF 14A filing on SEC EDGAR