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):

~~May~~June 811, 2026

Live Nation Entertainment, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-32601

20-3247759

(State or other jurisdiction
of incorporation)

(Commission File No.)

(I.R.S. Employer
Identification No.)

9348 Civic Center Drive
Beverly Hills, California						90210
(Address of principal executive offices)						(Zip Code)


9348 Civic Center Drive
Beverly Hills, California 90210
(Address of principal executive offices) (Zip Code)

(310) 867-7000

(Registrant’s telephone number, including area code)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, $.01 Par Value Per Share

LYV

New York Stock Exchange


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 15.0107 ~~Entry~~Submission ~~into~~of Matters to a ~~Material~~Vote ~~Definitive~~of ~~Agreement~~Security Holders.

(b) On ~~May~~June 811, 2026, ~~Live~~at ~~Nation~~the ~~VenueCo,~~annual ~~LLC~~meeting ~~(“VenueCo”),~~of astockholders ~~bankruptcy-remote, special purpose vehicle owned by certain bankruptcy-remote, special purpose entities~~ (the “~~Participants~~Annual Meeting”), ~~which are indirect subsidiaries~~ of Live Nation Entertainment, Inc. (the “Company”)~~, closed its previously announced issuance of €610 million aggregate principal amount of fixed rate senior secured notes (the “Notes”).~~:

~~The Notes were issued pursuant to (~~1). Maverick aCarter, ~~Note~~Ping ~~Purchase~~Fu, ~~Agreement~~Richard ~~(the~~Grenell, ~~“Note~~Jeff ~~Purchase~~Hinson, ~~Agreement”)~~Chad ~~dated~~Hollingsworth, ~~April~~Jimmy 30Iovine, ~~2026~~Jim ~~providing~~Kahan, ~~for~~Randall ~~the~~Mays, ~~issuance~~Rich ofPaul, ~~the~~Michael ~~Notes~~Rapino, byCarl ~~VenueCo~~Vogel, ~~on behalf of~~ and asLatriece ~~representative~~Watkins ~~for~~were ~~issuers~~elected ~~located~~as indirectors ~~other~~to ~~jurisdictions~~serve ~~(together~~for ~~with VenueCo, the “Members”) and (2)~~ a ~~Master~~term ~~Trust~~of ~~Indenture~~one ~~(the~~year ~~“Master~~expiring ~~Indenture”)~~at ~~dated April 30, 2026, and a First Supplemental Indenture (~~the ~~“First~~annual ~~Supplemental~~meeting ~~Indenture”),~~of ~~dated~~stockholders ~~May~~to 8,be ~~2026,~~held in ~~each~~2027 ~~case~~or ~~with~~until ~~respect~~their tosuccessors ~~such~~are ~~indenture~~elected and supplement, among VenueCo and the other Members, Mount Street Mortgage Servicing Limited as Master Trustee (the “Trustee”) and Master Servicer, HSBC Bank USA, N.A. (“HSBC”) as Depositary and the other parties thereto.qualified;

~~The~~2. an ~~Notes~~advisory ~~are~~resolution ~~secured,~~was ~~among~~passed ~~other things, by the rights of the applicable Members to and under mortgages granted by the Participants on substantially all of the real property assets comprising four venues located~~ in ~~the~~favor ~~United States, the Netherlands and Ireland, collateral assignments by the Participants~~ of ~~all related personal property, and an assignment of monthly current and deferred revenues from~~ the ~~venues~~Company’s ~~after~~executive ~~deduction~~compensation; ~~of operating expenses.~~and

~~The~~3. Ernst ~~Notes~~& ~~are~~Young ~~non-recourse~~LLP towas ratified as the Company’s ~~and~~independent ~~its~~registered ~~subsidiaries~~public ~~other~~accounting ~~than~~firm for the ~~Members~~2026 ~~and~~fiscal ~~their subsidiaries~~year.

The ~~description~~final ofresults ~~the Notes, Note Purchase Agreement, Master Indenture and First Supplemental Indenture set forth under Item 5~~ of the ~~Company’s~~voting ~~quarterly~~at ~~report on Form 10-Q filed with~~ the ~~U.S.~~Annual ~~Securities~~Meeting ~~and~~were ~~Exchange~~as ~~Commission on May 5, 2026 is hereby incorporated by reference.~~follows:

Copies of the Note Purchase Agreement, the Master Indenture and the First Supplemental Indenture will be filed as exhibits to the Company’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2026.


Proposal No. 1 – Election of Directors
Nominees	For	Against	Abstained	Broker Non-Votes
Maverick Carter	193,131,921	23,431,634	2,228,673	7,660,607
Ping Fu	215,754,598	938,407	2,099,224	7,660,607
Richard Grenell	216,356,981	343,049	2,092,198	7,660,607
Jeff Hinson	213,754,936	2,938,042	2,099,250	7,660,607
Chad Hollingsworth	205,632,367	11,060,956	2,098,905	7,660,607
Jimmy Iovine	213,140,054	3,555,950	2,096,224	7,660,607
Jim Kahan	214,090,873	2,604,761	2,096,594	7,660,607
Randall Mays	210,256,317	6,439,615	2,096,296	7,660,607
Rich Paul	216,151,092	544,423	2,096,713	7,660,607
Michael Rapino	216,029,451	666,395	2,096,382	7,660,607
Carl Vogel	216,232,558	460,545	2,099,125	7,660,607
Latriece Watkins	213,131,010	3,488,644	2,172,575	7,660,607

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.


Proposal No. 2 – Advisory Vote on the Company’s Executive Compensation
For	Against	Abstained	Broker Non-Votes
187,976,286	28,703,894	2,112,048	7,660,607

The information set forth under Item 1.01 above is hereby incorporated by reference into this Item 2.03.


Proposal No. 3 – Ratification of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for 2026
For	Against	Abstained	Broker Non-Votes
221,753,602	2,599,377	2,099,857	0

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						~~Exhibit~~ Description
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Live Nation Entertainment, Inc.

By:

/s/ Brian Capo

Brian Capo

Senior Vice President and
Chief Accounting Officer

~~May~~June 812, 2026

Filing Compare · Live Nation Entertainment, Inc.