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 3114, 2023

World Wrestling Entertainment, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-16131	04-2693383
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

1241 East Main Street, Stamford, CT		06902
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (203) 352-8600

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 (see General Instruction A.2.):

¨☐ 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
Class A Common Stock, par value $0.01 per share		WWE		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 5 8.~~07Submission~~01. ofOther ~~Matters to a Vote of Security Holders~~Events.

~~(a)~~On ~~and~~June ~~(b)~~ 14, 2023, World Wrestling Entertainment, Inc. (the “Company”), ~~held~~pursuant ~~its~~to ~~Annual~~the ~~Meeting~~terms of ~~Stockholders~~the onIndenture, ~~May~~dated 31as of December 16, ~~2023~~2016 (the “~~Annual Meeting~~Indenture”), between the Company and U.S. ~~The~~Bank ~~final~~Trust ~~results~~Company, National Association (as successor to U.S. Bank National Association), as trustee (the “Trustee”), provided a notice to the Trustee and holders (the “Holders”) of ~~voting~~its ~~for~~outstanding 3.375% ~~each~~Convertible ~~matter~~Senior ~~submitted~~Notes due 2023 (the “Notes”) that the Company has elected to settle any Notes converted on and after June 15, 2023 by Physical Settlement (as defined in the Indenture). As a ~~vote~~result, the Company will deliver to converting Holders in respect of ~~stockholders~~each at$1,000 principal amount of Notes being converted a number of shares of Common Stock (as defined in the ~~meeting~~Indenture) ~~are~~equal to the Conversion Rate in effect on the Conversion Date (as ~~follows:~~defined in the Indenture). As of June 14, 2023, the Conversion Rate was 40.1405 shares of Common Stock.

~~Proposal 1 – Election of Directors~~SIGNATURES

~~Elected~~Pursuant ~~the following eight individuals~~ to the ~~Board~~requirements of the ~~Directors~~Securities toExchange ~~serve~~Act asof ~~directors~~1934, ~~until~~ the ~~Annual~~registrant ~~Meeting~~has ofduly ~~Stockholders~~caused inthis ~~2024~~report ~~and~~to ~~until~~be ~~their~~signed ~~successors~~on ~~have~~its ~~been~~behalf ~~duly~~by ~~elected~~the ~~and~~undersigned ~~qualified~~hereunto duly authorized.

	For		Withheld	BrokerNon-Votes
	WORLD WRESTLING ENTERTAINMENT, INC.
Vincent K. McMahon	329,064,224		17,895,381	3,304,103
Date: June 14, 2023	By:	/s/ FRANK A. RIDDICK III
Nick Khan	339,709,909		7,249,696	3,304,103
		Frank A. Riddick III
Paul Levesque	338,104,953		8,854,652	3,304,103
		President and Chief Financial Officer
George A. Barrios	323,708,176		23,251,429	3,304,103
Steve Koonin	332,006,092		14,953,513	3,304,103
Michelle R. McKenna	346,625,305		334,300	3,304,103
Steve Pamon	330,565,090		16,394,515	3,304,103
Michelle D. Wilson	329,295,813		17,663,792	3,304,103

Proposal 2 – Ratification of Appointment of Independent Auditors

Ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. There were 346,975,932 votes for the ratification of the appointment, 3,210,060 votes against the ratification of the appointment, and 77,716 abstentions.

Proposal 3 – Advisory Vote on Executive Compensation

In an advisory vote, approved the compensation paid to the Company’s named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission.

For	Against	Abstentions	Broker Non Votes
317,454,724	29,349,830	155,051	3,304,103

Proposal 4 – Advisory Vote on Frequency of Future Advisory Votes to Approve Executive Compensation

In an advisory vote on the frequency of the advisory vote on executive compensation

1 Year	2 Years	3 Years	Abstentions	Broker Non Votes
346,242,559	12,809	641,930	62,307	3,304,103

In light of this vote, we plan to continue to have annual advisory votes on our executive compensation.‎

SIGNATURE

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.

WORLD WRESTLING ENTERTAINMENT, INC.

May 31, 2023

/s/ JAMES W. LANGHAM

James W. Langham

SVP, Deputy General Counsel and Assistant Secretary

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