DIRECTV Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2015-10-16: Form 8-K; Period of report 2015-10-16; Description 2.06 Material Impairments; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review; Details 2.06.
- 2015-08-27: Form 8-K; Period of report 2015-07-24; Description 4.01 Changes in Registrant's Certifying Accountant; Details 4.01.
- 2015-08-14: Form 8-K; Period of report 2015-08-14; Description 8.01 Other Events.
- 2015-07-24: Form 8-K; Period of report 2015-05-15; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2015-10-16 | 8-K | 2015-10-16 | 2.06 Material Impairments; 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review | 2.06 The disclosure set forth in Item 4.02 below is incorporated by reference. 4.02 On October 16, 2015, DIRECTV, after discussion with DIRECTV's new independent accountant, concluded that the DIRECTV financial statements for the fiscal quarter ended June 30, 2015 contained an error and should no longer be relied upon. | oct16_8k.htm |
| 2015-08-27 | 8-K | 2015-07-24 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 As previously disclosed in the Form 10-Q for the quarter ended June 30, 2015, which was filed on August 7, 2015, the independent accountant previously engaged by DIRECTV Group Holdings, LLC (DIRECTV), Deloitte & Touche LLP (Deloitte), is no longer independent as a result of the acquisition of DIRECTV by AT&T Inc. on July 24, 2015. | aug26_8kxdtv.htm |
| 2015-08-14 | 8-K | 2015-08-14 | 8.01 Other Events | form8-kx801otherevents.htm | |
| 2015-07-24 | 8-K | 2015-05-15 | 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.02 On September 28, 2012 (the “Closing Date”), DIRECTV Holdings LLC (“Borrower”), an indirect, wholly-owned subsidiary of DIRECTV (the “Company”), and the Company and certain of Borrower’s subsidiaries, including DIRECTV Financing Co., Inc., as Guarantors, entered into: (i) a 3.5 Year Credit Agreement with a Revolving Termination Date of February 7, 2016 (“3.5 Year Credit Agreement”); and (ii) a 5 Year Credit Agreement with a Revolving Termination Date of September 28, 2017 (“5 Year Credit Agreement” and together with the 3.5 Year Credit Agreement, the “Credit Agreements”), each of the Credit Agreements dated as of September 28, 2012, among the Borrower, the lenders party thereto from time to time, Citibank, N.A., as Administrative Agent, Barclays Bank PLC, as Syndication Agent, and Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, The Royal Bank of Scotland PLC and UBS AG, Stamford Branch, as Co-Documentation Agents, and Citigroup Global Markets Inc., Barclays Bank PLC, Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBS Securities Inc. and UBS AG, Stamford Branch as Joint Lead Arrangers and Joint Bookrunners. 2.01 At the closing of the Merger (the “Effective Time”), each outstanding share of Company Common Stock, par value $0.01 per share (the “Company Common Stock”) (other than Company Common Stock owned by the Company or AT&T that was not held on behalf of third parties, and other than shares of Company Common Stock that were owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to Delaware law), was converted into the right to receive 1.892 shares of AT&T common stock, par value $1.00 per share (“AT&T Common Stock”) plus $28.50 in cash, and cash in lieu of any fractional shares (collectively, the “Merger Consideration”). 3.01 In connection with the completion of the Merger, the Company notified the NASDAQ Global Market (“NASDAQ”) of its intent to remove its common stock from listing on NASDAQ and requested NASDAQ to file a delisting application on Form 25 with the Securities and Exchange Commission (the “SEC”) to delist its common stock. 3.03 The information set forth in Item 2.01 above and Item 5.03 below is incorporated by reference into this Item 3.03. 5.01 The information set forth in Item 2.01 above is incorporated by reference into this Item 5.01. 5.02 In accordance with the Merger Agreement, as of the effective time of the Merger, each of Michael White, Neil Austrian, Ralph Boyd, Jr., Abelardo Bru, David Dillon, Samuel DiPiazza, Jr., Dixon Doll, Charles Lee, Peter Lund, Nancy Newcomb, Lorrie Norrington and Anthony Vinciquerra (the “Former Directors”) ceased serving as members of the board of directors of the Company and, in connection therewith, the Former Directors also ceased serving on any committees of which such Former Directors were members. 5.03 At the Effective Time on July 24, 2015, (i) the certificate of formation of Merger Sub in effect immediately prior to the Effective Time was amended and became the certificate of formation of the Surviving Company and (ii) the limited liability company agreement of Merger Sub in effect immediately prior to the Effective Time became the limited liability company agreement of the Surviving Company, each in accordance with the terms of the Merger Agreement. | mm07-2415_8k.htm |
| 2015-06-30 | 8-K | 2015-06-29 | 8.01 Other Events | 8.01 In accordance with the Agreement and Plan of Merger, dated as of May 18, 2014, by and among DIRECTV, AT&T Inc. (“AT&T”) and Steam Merger Sub LLC (the “Merger Agreement”), each of AT&T and DIRECTV elected to further extend the “Termination Date” of the Merger Agreement for a short period of time to facilitate obtaining final regulatory approval required to close the merger. | form8k.htm |
| 2015-05-15 | 8-K | 2015-05-15 | 8.01 Other Events | 8.01 In accordance with the Agreement and Plan of Merger, dated as of May 18, 2014, by and among DIRECTV, AT&T Inc. (“AT&T”) and Steam Merger Sub LLC (the “Merger Agreement”), pursuant to a letter dated May 15, 2015 between AT&T and DIRECTV, each of AT&T and DIRECTV has elected to extend the May 18, 2015 “Termination Date” of the Merger Agreement for a short period of time to facilitate obtaining final regulatory approval required to close the merger. | mm05-1515_8k.htm |
| 2015-05-05 | 8-K | 2015-05-05 | 2.02 Results of Operations and Financial Condition | 2.02 On May 5, 2015, DIRECTV issued a press release, which contained information regarding the first quarter 2015 consolidated results of DIRECTV. | a51095830.htm |
| 2015-02-19 | 8-K | 2015-02-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | a8-k2015compx021915.htm | |
| 2015-02-19 | 8-K | 2015-02-19 | 2.02 Results of Operations and Financial Condition | 2.02 On February 19, 2015, DIRECTV issued a press release, which contained information regarding the fourth quarter 2014 consolidated results of DIRECTV. | a51043087.htm |
| 2014-12-11 | 8-K | 2014-12-11 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure under Item 1.01 above under the heading “Indenture” of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03. | a14-24973_138k.htm |
| 2014-12-04 | 8-K | 2014-12-02 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a14-24973_128k.htm |
| 2014-11-06 | 8-K | 2014-11-06 | 2.02 Results of Operations and Financial Condition | 2.02 On November 6, 2014, DIRECTV issued a press release, which contained information regarding the third quarter 2014 consolidated results of DIRECTV. | a50977487.htm |
| 2014-10-02 | 8-K | 2014-10-01 | 8.01 Other Events | 8.01 On October 1, 2014, DIRECTV and the National Football League (“NFL”) jointly issued a press release announcing that they have entered into an agreement renewing and extending DIRECTV’s rights to exclusively distribute the NFL Sunday Ticket service (the “NFL Agreement”). | a8-knfl10114.htm |
| 2014-09-25 | 8-K | 2014-09-25 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 A Special Meeting of the stockholders of DIRECTV was held on September 25, 2014. | a8-kshareholdervote92514.htm |
| 2014-09-16 | 8-K | 2014-09-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On September 12, 2014, Steven Adams was named as Senior Vice President, Controller and Chief Accounting Officer of DIRECTV effective immediately. | a8-kadamscao91614.htm |
| 2014-07-31 | 8-K | 2014-07-31 | 2.02 Results of Operations and Financial Condition | 2.02 On July 31, 2014, DIRECTV issued a press release, which contained information regarding the second quarter 2014 consolidated results of DIRECTV. | a50915591.htm |
| 2014-07-29 | 8-K | 2014-07-29 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 23, 2014, John Murphy, Senior Vice President and Chief Accounting Officer of DIRECTV submitted his written resignation which will be effective August 14, 2014. | departureofdirectorsorprin.htm |
| 2014-05-19 | 8-K | 2014-05-18 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On May 18, 2014, the Company and AT&T jointly issued a press release in connection with the Merger. | mm05-1914dtv_8k.htm |
| 2014-05-06 | 8-K | 2014-05-06 | 2.02 Results of Operations and Financial Condition | 2.02 On May 6, 2014, DIRECTV issued a press release, which contained information regarding the first quarter 2014 consolidated results of DIRECTV. | a50858374.htm |
| 2014-05-05 | 8-K | 2014-05-05 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 The Annual Meeting of the stockholders of DIRECTV was held on April 29, 2014. | a8-kvotingresults20145514.htm |
| 2014-04-24 | 8-K | 2014-04-24 | 8.01 Other Events | 8.01 On April 24, 2014, DIRECTV Holdings LLC (“Holdings”) and DIRECTV Financing Co., Inc. (together with Holdings, the “Issuers”), which are indirect, wholly-owned subsidiaries of DIRECTV, completed the previously announced redemption of all of the outstanding $1,000.0 million 4.750% Senior Notes due 2014 (the “2014 Notes”). | a14-11001_18k.htm |
| 2014-03-20 | 8-K | 2014-03-20 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure under Item 1.01 above under the heading “Indenture” of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03. 8.01 On March 20, 2014, the Issuers gave notice of their intention to redeem any and all outstanding aggregate principal amount of their 4.750% Senior Notes due 2014 (the “2014 Notes”) on April 24, 2014 (the “Redemption Date”). | a14-8032_138k.htm |
| 2014-03-14 | 8-K | 2014-03-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 At a meeting held on March 13, 2014, the Compensation Committee of the Board of Directors (the “Committee”), took the actions described below with regard to certain executive compensation plans and arrangements. | a2014comp8k31414.htm |
| 2014-02-20 | 8-K | 2014-02-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | a2014comp8k-final.htm | |
| 2014-02-20 | 8-K | 2014-02-20 | 2.02 Results of Operations and Financial Condition | 2.02 On February 20, 2014, DIRECTV issued a press release, which contained information regarding the fourth quarter 2013 consolidated results of DIRECTV. | a50807001.htm |
| 2013-12-24 | 8-K | 2013-12-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 The DIRECTV 2010 Stock Plan (the “2010 Stock Plan”) was approved by the Company’s stockholders at its 2010 Annual Meeting. | a8k-stockplansharereductio.htm |
| 2013-11-20 | 8-K | 2013-11-20 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure under Item 1.01 above under the heading “Indenture” of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03. | a13-23580_138k.htm |
| 2013-11-14 | 8-K | 2013-11-13 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a13-23580_128k.htm |
| 2013-11-05 | 8-K | 2013-11-05 | 2.02 Results of Operations and Financial Condition | 2.02 On November 5, 2013, DIRECTV issued a press release, which contained information regarding the third quarter 2013 consolidated results of DIRECTV. | a50740866.htm |
| 2013-09-13 | 8-K | 2013-09-13 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective September 13, 2013, the Board of Directors, based upon the recommendation of the Nominating and Corporate Governance Committee, elected Anthony J. Vinciquerra to serve as a member of the Board of Directors of the Company. | form8-kfiled9x13x2013.htm |
| 2013-08-01 | 8-K | 2013-08-01 | 2.02 Results of Operations and Financial Condition | 2.02 On August 1, 2013, DIRECTV issued a press release, which contained information regarding the second quarter 2013 consolidated results of DIRECTV. | a50682363.htm |
| 2013-06-27 | 8-K | 2013-06-27 | 8.01 Other Events | 8.01 DIRECTV, which we sometimes refer to in this report as the Company, we, our or us, operates two direct-to-home, or DTH business units: DIRECTV U.S. and DIRECTV Latin America. | form8-kfiled6x27x2013.htm |
| 2013-05-20 | 8-K | 2013-05-20 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure under Item 1.01 above under the heading “Indenture” of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03. | a13-10083_138k.htm |
| 2013-05-16 | 8-K | 2013-05-13 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a13-10083_128k.htm |
| 2013-05-07 | 8-K | 2013-05-02 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 The Annual Meeting of the stockholders of DIRECTV was held on May 2, 2013. | a8-kmay2013votingresults.htm |
| 2013-05-07 | 8-K | 2013-05-07 | 2.02 Results of Operations and Financial Condition | 2.02 On May 7, 2013, DIRECTV issued a press release, which contained information regarding the first quarter 2013 consolidated results of DIRECTV. | a50625476.htm |
| 2013-02-15 | 8-K | 2013-02-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Material elements of the 2013 compensation for Michael D. White, Chairman, President and Chief Executive Officer of the Company, including his 2013 salary and bonus and a stock option award, were announced in a Current Report on Form 8-K of DIRECTV which was filed with the Securities and Exchange Commission on November 2, 2012 (“November 2012 8-K”), incorporated herein by reference. | a2013comp8k.htm |
| 2013-02-14 | 8-K | 2013-02-14 | 2.02 Results of Operations and Financial Condition | 2.02 On February 14, 2013, DIRECTV issued a press release, which contained information regarding the fourth quarter 2012 consolidated results of DIRECTV. | a50564077.htm |
| 2013-01-15 | 8-K | 2013-01-10 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure under Item 1.01 above under the heading “Indenture” of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03. | a13-2214_128k.htm |
| 2012-11-06 | 8-K | 2012-11-06 | 2.02 Results of Operations and Financial Condition | 2.02 On November 6, 2012, DIRECTV issued a press release, which contained information regarding the third quarter 2012 consolidated results of DIRECTV. | a50466630.htm |
| 2012-11-02 | 8-K | 2012-11-02 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 At its meeting on November 2, 2012, the Board of Directors (“Board”) of DIRECTV (which is referred to as “DIRECTV” or the “Company”) approved employment arrangements with Mr. Michael D. White who will continue as DIRECTV’s Chairman, President and Chief Executive Officer (“CEO”) after his 2010 employment agreement (“2010 Employment Agreement”) expires on January 1, 2013. | whitecompensation8-k11x1x1.htm |
| 2012-10-04 | 8-K | 2012-09-28 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On September 28, 2012 (the “Closing Date”), DIRECTV Holdings LLC (“Borrower”), an indirect, wholly-owned subsidiary of DIRECTV, and DIRECTV and certain of Borrower’s subsidiaries as Guarantors, including DIRECTV Financing Co., Inc., entered into: (i) a 3.5 Year Credit Agreement with a Revolving Termination Date of February 7, 2016 (“3.5 Year Credit Agreement”); and (ii) a 5 Year Credit Agreement with a Revolving Termination Date of September 28, 2017 (“5 Year Credit Agreement” and together with the 3.5 Year Credit Agreement, the “Credit Agreements”), each of the Credit Agreements dated as of September 28, 2012, among the Borrower, the lenders party thereto from time to time, Citibank, N.A., as Administrative Agent, Barclays Bank PLC, as Syndication Agent, and Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Bank of America, N.A., The Royal Bank of Scotland PLC and UBS Securities LLC, as Co-Documentation Agents, and Citigroup Global Markets Inc., Barclays Bank PLC, Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBS Securities Inc. and UBS Securities LLC as Joint Lead Arrangers and Joint Bookrunners. 2.03 See Item 1.01 which is incorporated herein by reference. | directvcreditagreement8-k9.htm |
| 2012-09-14 | 8-K | 2012-09-11 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure under Item 1.01 above under the heading “Indenture” of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03. | a12-21189_18k.htm |
| 2012-08-27 | 8-K | 2012-08-27 | 8.01 Other Events | 8.01 In the first quarter of 2012, DIRECTV, which we sometimes refer to as the company, we, or us, revised its reportable segments. | a12-18842_18k.htm |
| 2012-08-27 | 8-K | 2012-08-27 | 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.02 On August 27, 2012, as further described below, each issued and outstanding share of Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”), and Class B Common Stock, par value $0.01 per share (the “Class B Common Stock”) was reclassified (the “Reclassification”) on a one-for-one basis into a single class of common stock, par value $0.01 per share (the “Common Stock”). 3.03 On May 3, 2012, at an annual meeting of shareholders of DIRECTV (the “Company”), the shareholders of the Company approved, among other things, the Third Amended and Restated Certificate of Incorporation, which amends the Second Amended and Restated Certificate of Incorporation to (i) effect the Reclassification, (ii) eliminate all references to Class A Common Stock and Class B Common Stock and (iii) eliminate provisions related specifically to the designation and attributes of Class B Common Stock. 5.03 Please see the disclosure set forth above under “Item 3.03 Material Modification to Rights of Security Holders,” which is incorporated by reference into this Item 5.03. | mm08-2712_8k.htm |
| 2012-08-02 | 8-K | 2012-08-02 | 2.02 Results of Operations and Financial Condition | 2.02 On August 2, 2012, DIRECTV issued a press release, which contained information regarding the second quarter 2012 consolidated results of DIRECTV. | a50363334.htm |
| 2012-05-09 | 8-K | 2012-05-03 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 The Annual Meeting of the stockholders of DIRECTV was held on May 3, 2012. | a2012annualmeetingvotingre.htm |
| 2012-05-08 | 8-K | 2012-05-08 | 2.02 Results of Operations and Financial Condition | 2.02 On May 8, 2012, DIRECTV issued a press release, which contained information regarding the first quarter 2012 consolidated results of DIRECTV. | a50266709.htm |
| 2012-03-14 | 8-K | 2012-03-08 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 On March 8, 2012, DIRECTV Holdings LLC (“Holdings”) and DIRECTV Financing Co., Inc. (“Finance Co” and collectively with Holdings, the “Issuers”), which are indirect, wholly-owned subsidiaries of DIRECTV (NASDAQ:DTV), closed their previously announced offering of $1,250,000,000 aggregate principal amount of 2.400% senior notes due 2017 (the “2017 Notes”), $1,500,000,000 aggregate principal amount of 3.800% senior notes due 2022 (the “2022 Notes”), and $1,250,000,000 aggregate principal amount of 5.150% senior notes due 2042 (the “2042 Notes” and, together with the 2017 Notes and the 2022 Notes, the “Notes”). | a12-6432_28k.htm |
| 2012-02-16 | 8-K | 2012-02-16 | 2.02 Results of Operations and Financial Condition | 2.02 On February 16, 2012, DIRECTV issued a press release, which contained information regarding the fourth quarter 2011 consolidated results of DIRECTV. | a50170906.htm |
| 2012-02-15 | 8-K | 2012-02-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Michael D. White, Chairman, President and Chief Executive Officer of the Company, entered into an employment contract with the Company effective January 1, 2010 (the “Employment Agreement”), a copy of which was filed as Exhibit 10.1 to Form 8-K of DIRECTV with the Securities and Exchange Commission on January 7, 2010. | a2012bonusannoucement8k_02.htm |
| 2012-01-27 | 8-K | 2012-01-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 25, 2012, the Compensation Committee of the Board of Directors of DIRECTV adopted the DIRECTV Executive Severance Plan, or the Plan. | executiveseveranceplan8k.htm |
| 2011-11-17 | 8-K | 2011-11-14 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.03 Material Modification to Rights of Security Holders | 1.01 On November 14, 2011, DIRECTV provided a guarantee of all the outstanding Senior Notes of DIRECTV Holdings LLC and DIRECTV Financing Co., Inc. (collectively, the “Issuers”). 2.03 On November 14, 2011, DIRECTV entered into a series of Supplemental Indentures with the Issuers, the existing subsidiary guarantors and the Trustee, for the Issuers’ outstanding Senior Notes. 3.03 See Item 1.01 which is incorporated herein by reference. | dtv8k_11142011.htm |
| 2011-11-03 | 8-K | 2011-11-03 | 2.02 Results of Operations and Financial Condition | 2.02 On November 3, 2011, DIRECTV issued a press release, which contained information regarding the third quarter 2011 consolidated results of DIRECTV. | a50054625.htm |
| 2011-09-23 | 8-K/A | 2011-09-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective September 19, 2011, the Board of Directors appointed Dixon R. Doll to serve as a member of the Compensation Committee of the Board of Directors. | dollcompcommittee_091911.htm |
| 2011-08-04 | 8-K | 2011-07-29 | 1.01 Entry into a Material Definitive Agreement | 1.01 Effective Friday, July 29, 2011, DIRECTV executed an Indemnification Agreement with each of the non-executive members of the board of directors. | bodidemnification_072911.htm |
| 2011-08-04 | 8-K | 2011-08-04 | 2.02 Results of Operations and Financial Condition | 2.02 On August 4, 2011, DIRECTV issued a press release, which contained information regarding the second quarter 2011 consolidated results of DIRECTV. | a6818311.htm |
| 2011-08-03 | 8-K/A | 2011-07-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective July 28, 2011, the Board of Directors, based upon the recommendation of the Nominating and Corporate Governance Committee, elected Dixon R. Doll to serve as a member of the Board of Directors of the Company. | amendeddixonbod_072811.htm |
| 2011-08-02 | 8-K | 2011-07-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective July 28, 2011, the Board of Directors, based upon the recommendation of the Nominating and Corporate Governance Committee, elected Dixon R. Doll to serve as a member of the Board of Directors of the Company. | dtv8kdollannocment_072811.htm |
| 2011-05-05 | 8-K | 2011-05-05 | 2.02 Results of Operations and Financial Condition | 2.02 On May 5, 2011, DIRECTV (the “Company”) issued a press release, which contained information regarding the first quarter 2011 consolidated results of the Company. | a6709772.htm |
| 2011-05-03 | 8-K | 2011-04-28 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 The Annual Meeting of the stockholders of DIRECTV was held on April 28, 2011. | dtvvotingresults_042811.htm |
| 2011-03-10 | 8-K | 2011-03-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective March 10, 2011, the Board of Directors, based upon the recommendation of the Nominating and Corporate Governance Committee, elected David B. Dillon to serve as a Class III director whose term will expire on the date of the 2011 annual meeting of stockholders of the Company to be held April 28, 2011. | dtvdillon8k_031011.htm |
| 2011-02-23 | 8-K | 2011-02-23 | 2.02 Results of Operations and Financial Condition | 2.02 On February 23, 2011, DIRECTV (the “Company”) issued a press release, which contained information regarding the fourth quarter 2010 consolidated results of the Company. | a6622108.htm |
| 2011-02-14 | 8-K | 2011-02-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective February 10, 2011, the Board of Directors, based upon the recommendation of the Nominating and Corporate Governance Committee, elected Lorrie M. Norrington to serve as a Class III director whose term will expire on the date of the 2011 annual meeting of stockholders of the Company. | dtv8k_02102011.htm |
| 2010-12-17 | 8-K | 2010-12-16 | 8.01 Other Events | 8.01 As previously reported, including in Note 19 of the Notes to the Consolidated Financial Statements in Part II, Item 8 of our Annual Report filed on Form 10-K with the Securities and Exchange Commission (SEC) on February 26, 2010, and in a Current Report on Form 8-K filed with the SEC on June 7, 2010, Globo Comunicação e Participações S.A., or Globo, provided notice to DIRECTV that it would exercise its right to exchange 178,830,000 shares representing approximately 18.9% of the ownership interests in Sky Brasil. | directv8k_121610.htm |
| 2010-11-22 | 8-K | 2010-11-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 The Company has entered into a new employment agreement with Michael Palkovic which was executed on behalf of the Company on November 18, 2010. | directv8k_111810.htm |
| 2010-11-17 | 8-K | 2010-11-17 | 8.01 Other Events | 8.01 The Board of Directors of DIRECTV (NASDAQ: DTV) has established Thursday, April 28, 2011 at 10:00am EDT as the date for the Company’s 2011 Annual Meeting of Stockholders. | annualmeetingdate_111710.htm |
| 2010-11-04 | 8-K | 2010-11-04 | 2.02 Results of Operations and Financial Condition | 2.02 On November 4, 2010, DIRECTV (the “Company”) issued a press release, which contained information regarding the third quarter 2010 consolidated results of the Company. | a6496218.htm |
| 2010-08-09 | 8-K | 2010-08-04 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective following the meeting of the Board of Directors of DIRECTV (the “Board”) on August 4, 2010, Haim Saban resigned as a member of the Board. | directv8k_080410.htm |
| 2010-08-05 | 8-K | 2010-08-05 | 2.02 Results of Operations and Financial Condition | 2.02 On August 5, 2010, DIRECTV (the “Company”) issued a press release, which contained information regarding the second quarter 2010 consolidated results of the Company. | a6385842.htm |
| 2010-06-18 | 8-K | 2010-06-16 | 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 3.02 On June 16, 2010, DIRECTV issued a press release announcing that DIRECTV and certain of its subsidiaries and Dr. John C. Malone, Mrs. Leslie A. Malone and two trusts for the benefit of the children of Dr. and Mrs. Malone, individually a Malone and collectively the Malones, had closed the transactions provided for in a Share Exchange Agreement dated April 6, 2010. 5.02 In conjunction with the closing under the Share Exchange Agreement, the Board of Directors accepted the resignations of Mr. Malone as chairman and director and of Paul A. Gould and Gregory B. Maffei as directors. 8.01 The Board elected Michael D. White as Chairman of the Board of Directors effective upon the resignation of Mr. Malone. | malone_8k.htm |
| 2010-06-07 | 8-K | 2010-06-01 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 The annual meeting of the stockholders of DIRECTV, or the Company, was held on June 3, 2010. 8.01 As previously reported, Globo Comunicações e Participações S.A., or Globo, which owns approximately 26% of Sky Brazil, was granted the right, pursuant to an Exchange Rights Agreement dated as of October 8, 2004 among Globo, The News Corporation Limited and The DIRECTV Group, Inc. (the “Exchange Agreement”), until January 2014, to require DIRECTV to purchase all or a portion (but not less than half) of Globo’s shares in Sky Brazil. | dtv8k_06012010.htm |
| 2010-05-06 | 8-K | 2010-05-06 | 2.02 Results of Operations and Financial Condition | 2.02 On May 6, 2010, DIRECTV (the “Company”) issued a press release, which contained information regarding the first quarter 2010 consolidated results of the Company. | a6279181.htm |
| 2010-04-07 | 8-K | 2010-04-06 | 1.01 Entry into a Material Definitive Agreement | 1.01 On April 6, 2010, DIRECTV issued a press release announcing that DIRECTV and certain of its subsidiaries and Dr. John C. Malone, Mrs. Leslie A. Malone and two trusts for the benefit of the children of Dr. and Mrs. Malone, individually a Malone and collectively the Malones, entered into a Share Exchange Agreement dated April 6, 2010. | dtvmalonestockswappr_040610.htm |
| 2010-02-18 | 8-K | 2010-02-18 | 2.02 Results of Operations and Financial Condition | 2.02 On February 18, 2010, DIRECTV (the “Company”) issued a press release, which contained information regarding the fourth quarter 2009 consolidated results of the Company. | a6183607.htm |
| 2010-02-17 | 8-K | 2010-02-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 10, 2010, the Compensation Committee of the Board (the “Compensation Committee”) approved compensation for certain of the elected officers of the Company. | dtv8k2010comp_021010.htm |
| 2010-01-07 | 8-K | 2010-01-04 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 As previously reported on the Form 8-K filed by The DIRECTV Group, Inc. (the predecessor of DIRECTV) with the U.S. Securities and Exchange Commission on November 19, 2009 (the “DTV November 8-K”), Michael D. White was appointed by the Board of Directors as President and Chief Executive Officer effective January 1, 2010. | directv8k_01042010.htm |
| 2009-11-20 | 8-K | 2009-11-18 | 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 2.01 On November 19, 2009, The DIRECTV Group, Inc., a Delaware corporation (“DIRECTV Group”), and Liberty Media Corporation, a Delaware corporation (“Liberty”), announced the completion of the combination of Liberty Entertainment, Inc., a Delaware corporation (“LEI”) that had been split-off from Liberty immediately prior to the combination, with DIRECTV Group, as contemplated by the Agreement and Plan of Merger, dated as of May 3, 2009 and amended as of July 29, 2009 and October 2, 2009 (the “Merger Agreement”) by and among DIRECTV Group, Liberty, LEI, DIRECTV, a Delaware corporation (“DIRECTV”), DTVG One, Inc., a Delaware corporation (“DTVG One”) and DTVG Two, Inc., a Delaware corporation (“DTVG Two”). 3.01 The DIRECTV Group common stock has been delisted and no longer trades on the NASDAQ. 5.01 Upon the completion of the Mergers on November 19, 2009, a change of control of DIRECTV occurred. 5.02 In order to replicate the current board of directors of DIRECTV Group, on November 18, 2009, Larry D. Hunter and Patrick T. Doyle resigned from the board of directors of DIRECTV and all committees thereof. 5.03 In connection with the consummation of the transactions contemplated by the Merger Agreement, on November 18, 2009, DIRECTV Group, as sole stockholder of DIRECTV, and the board of directors of DIRECTV, approved and adopted the DIRECTV amended and restated certificate of incorporation and the DIRECTV amended and restated bylaws attached hereto as Exhibit 3.1 and Exhibit 3.2, respectively. | a09-33501_18k.htm |