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):  July 30, 2018

CBS CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
001-09553
04-2949533
(State or other jurisdiction of
incorporation)
(Commission File Number)
(IRS Employer Identification
Number)
 
51 West 52nd Street
New York, New York
 
10019
(Address of principal executive offices)
(Zip Code)
 
Registrant's telephone number, including area code:  (212) 975-4321
 
 Not Applicable
(Former name or former address, if changed since last report)

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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


 
Item 8.01  Other Events.
 
On July 30, 2018, CBS Corporation (the "Company") issued the press release that is filed herewith as Exhibit 99 and is incorporated by reference herein in its entirety.
 
 
Item 9.01  Financial Statements and Exhibits.
 
(d) Exhibits. The following Exhibit is filed as part of this Report on Form 8-K:
 
Exhibit Number
 
Description
99
 
 
 

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 hereunto duly authorized.
 
 
 
CBS CORPORATION
 
 
       
Date: July 30, 2018
By:
/s/ Lawrence P. Tu  
    Name: Lawrence P. Tu  
    Title: Senior Executive Vice President and Chief Legal Officer  
 
 
 

Exhibit 99
 
 

July 30, 2018
REPORT FROM CBS CORPORATION'S
REGULARLY-SCHEDULED BOARD MEETING
 
CBS Corporation (NYSE: CBS.A and CBS) announced today that its Board of Directors is in the process of selecting outside counsel to conduct an independent investigation. No other action was taken on this matter at today's board meeting.
 
Additionally, the Board determined to postpone CBS Corporation's 2018 annual meeting of stockholders that was previously scheduled to be held on August 10, 2018. The Board will determine a new record date for the 2018 annual meeting of stockholders and will publicly disclose the new date, time and location.
 
At the same time, the Board approved a quarterly dividend on the Company's stock of $.18 per share. The dividend is payable on Oct. 1, 2018, to shareholders of record on Sept. 10, 2018.
 
About CBS Corporation:
CBS Corporation (NYSE: CBS.A and CBS) is a mass media company that creates and distributes industry-leading content across a variety of platforms to audiences around the world. The Company has businesses with origins that date back to the dawn of the broadcasting age as well as new ventures that operate on the leading edge of media. CBS owns the most-watched television network in the U.S. and one of the world's largest libraries of entertainment content, making its brand — "the Eye" — one of the most-recognized in business. The Company's operations span virtually every field of media and entertainment, including cable, publishing, local TV, film, and interactive and socially responsible media. CBS' businesses include CBS Television Network, The CW (a joint venture between CBS Corporation and Warner Bros. Entertainment), Network Ten Australia, CBS Television Studios, CBS Studios International, CBS Television Distribution, CBS Consumer Products, CBS Home Entertainment, CBS Interactive, CBS Films, Showtime Networks, CBS Sports Network, Pop (a joint venture between CBS Corporation and Lionsgate), Smithsonian Networks, Simon & Schuster, CBS Television Stations, CBS EcoMedia, and CBS Experiences. For more information, go to www.cbscorporation.com.
 
*   *   *
 
 
Press Contact:
 
 
Dana McClintock
(212) 975-1077
dlmcclintock@cbs.com
 
 
 
Investor Contacts:
 
 
Adam Tomsend
(212) 975-5292
adam.townsend@cbs.com
David Bank
(212) 975-6106
david.bank@cbs.com