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Arbiton Inc. Stockholder Info and 10-K

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Arbiton Inc. Stockholder Info and 10-K STOCKHOLDER INFORMATION ‰ APRIL 2013 Arbitron Executives Arbitron Board of Directors Sean R. Creamer Philip Guarascio President & Chief Executive Officer Chairman of Arbitron Inc.; Chairman and Chief Executive Officer, PG Ventures LLC; formerly Vice Debra Delman President and General Manager, General Motors Executive Vice President, Corporation in charge of North America Advertising Finance and Chief Financial Officer and Corporate Marketing Manish Bhatia Shellye Archambeau Executive Vice President, Chief Executive Officer, MetricStream, Inc. New Product Innovation Sean R. Creamer Carol Hanley President & Chief Executive Officer, Arbitron Inc. Executive Vice President, Chief Sales & Marketing Officer David W. Devonshire Formerly Executive Vice President and Chief Financial V. Scott Henry Officer, Motorola, Inc. Executive Vice President, Technology Solutions John Dimling Marilou Legge Advisor, C3 Metrics; Formerly Chairman, President, Executive Vice President, Organization Effectiveness & and Chief Executive Officer, Nielsen Media Corporate Communications Research, Inc.; Inductee, Market Research Council’s Hall of Fame Gregg Lindner Executive Vice President, Erica Farber Service Innovation and Chief Research Officer President and Chief Executive Officer, Radio Advertis- ing Bureau; formerly CEO of The Farber Connection Steven M. Smith LLC; formerly Publisher/President of Radio & Records Executive Vice President, Survey Operations Ronald G. Garriques Timothy T. Smith Chief Executive Officer and Chairman of Gee Holdings Executive Vice President, LLC; formerly President of Dell Inc. Communication Business Development & Strategy and Chief Legal Solutions Group Officer William T. Kerr Formerly President & Chief Executive Officer, Arbitron Inc. Larry E. Kittelberger Formerly Senior Vice President, Technology and Operations Honeywell International Inc. Luis G. Nogales Managing Partner, Nogales Investors LLC Richard A. Post Formerly President and Chief Executive Officer of Autobytel Inc.; formerly Executive Vice President and Chief Financial Officer of MediaOne Group, Inc. 2 © 2013 Arbitron Inc. All rights reserved. STOCKHOLDER INFORMATION ‰ APRIL 2013 Investor Information For overnight delivery services: Arbitron Inc. Independent Auditors Broadridge Corporate Issuer Solutions, Inc. KPMG LLP, Baltimore, MD 1155 Long Island Avenue Counsel Attn: IWS Morrison & Foerster LLP, Washington, DC Edgewood, NY 11717 Investor Inquiries Annual Meeting Securities analysts, investment managers, and others The annual meeting will be held at the Four Seasons seeking information about Arbitron should contact Hotel New York, 57 East 57th Street, New York, New Thom Mocarsky, Senior Vice President, Corporate York, 10022, on Tuesday, May 21, 2013, at 9:00AM Communications and Investor Relations at (410) 312- local time. Formal notice will be sent to stockholders of 8239 or [email protected]. record as of April 1, 2013. Arbitron’s Website Number of Holders http://www.arbitron.com The number of Arbitron registered common stock- holders on April 1, 2013, was approximately 2,733. Information Resources Our Annual Report on Form 10-K for the year ended Stockholder Records December 31, 2012, Proxy Statement, Quarterly If you have questions concerning your Arbitron stock, Reports on Form 10-K, and other publications please write or call Arbitron’s transfer agent and registrar. regarding our company can be accessed at Transfer Agent and Registrar www.arbitron.com. They are also available free of Broadridge charge, upon request, by writing to: (855) 449-0992 Stockholder Services (720) 378-5963 (Outside the U.S. and Canada) Arbitron Inc. (855) 627-5080 (Hearing impaired—TDD Phone) 9705 Patuxent Woods Drive, Columbia, MD (720) 399-2074 (Foreign Hearing impaired—TDD Phone) 21046-1572 Email: [email protected] Email: [email protected] URL: https://investor.broadridge.com Or visit us on the web: http://www.arbitron.com/ Address Shareholder Inquiries to: investors Arbitron Inc. c/o Broadridge Corporate Issuer Solutions, Inc. Exchange Listing P. O. Box 1342 Arbitron is listed on the New York Stock Exchange Brentwood, NY 11717 under the symbol “ARB.” Send Certificates for Transfer and Address Changes to: Securities and Exchange Commission and New Arbitron Inc. York Stock Exchange Certifications c/o Broadridge Corporate Issuer Solutions, Inc. The certifications of the chief executive officer and P. O. Box 1342 chief financial officer of Arbitron, required to be filed Brentwood, NY 11717 with the Securities and Exchange Commission pur- suant to Section 302 of the Sarbanes-Oxley Act of Send Dividend Reinvestment Transactions to: 2002 regarding the quality of its public disclosure, Arbitron Inc. have been filed as exhibits 31.1 and 31.2, respectively, c/o Broadridge Corporate Issuer Solutions, Inc. in Arbitron’s Annual Report on Form 10-K for the P. O. Box 1342 year ended December 31, 2012. Arbitron has also Brentwood, NY 11717 submitted to the New York Stock Exchange (NYSE) a certificate of the CEO certifying that he is not aware of any violation by Arbitron of NYSE corporate gover- nance listing standards. 3 © 2013 Arbitron Inc. All rights reserved. STOCKHOLDER INFORMATION ‰ APRIL 2013 Stockholder Return Performance Graph December 31, 2007, through December 31, 2012. Presented below is a line graph comparing the cumu- This graph assumes that, on December 31, 2007, lative total stockholder return of Arbitron common stock $100 was invested in each of the following: Arbitron with the total return of the S&P Small Cap 600 Index common stock, the S&P Small Cap 600 Index and and the New York Stock Exchange Composite Index for the New York Stock Exchange Composite Index (and the period from that all dividends were reinvested). STOCKHOLDER RETURN PERFORMANCE GRAPH $150 $100 $50 $0 Dec ’07 Dec ’08 Dec ’09 Dec ’10 Dec ’11 Dec ’12 NYSE Composite Index S&P SmallCap 600 Index Arbitron Inc Total Return to Shareholders (includes reinvestment of dividends) Annual Return Percentage: Years Ending Company / Index Dec. 2008 Dec. 2009 Dec. 2010 Dec. 2011 Dec. 2012 Arbitron Inc. ..................................... -67.60 80.27 79.71 -16.22 37.07 S&P SmallCap 600 Index ........................... -31.07 25.57 26.31 1.02 16.33 NYSE Composite Index ............................ -40.89 24.80 10.84 -6.11 12.93 Indexed Returns: Years Ending Base Period Dec. Dec. Dec. Dec. Dec. Company / Index Dec. 2007 2008 2009 2010 2011 2012 Arbitron Inc. ................................... 100 32.40 58.41 104.97 87.95 120.54 S&P SmallCap 600 Index ........................ 100 68.93 86.55 109.32 110.43 128.46 NYSE Composite Index .......................... 100 59.11 73.77 81.76 76.76 86.69 4 © 2013 Arbitron Inc. All rights reserved. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K È Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2012 or ‘ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number: 1-1969 Arbitron Inc. (Exact name of registrant as specified in Its Charter) Delaware 52-0278528 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 9705 Patuxent Woods Drive Columbia, Maryland 21046 (Address of principal executive offices) (Zip Code) (410) 312-8000 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Registered Name of Each Exchange on Which Registered Common Stock, par value $0.50 per share New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes È No ‘ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ‘ No È Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period than the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes È No ‘ Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes È No ‘ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. È Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer È Accelerated filer ‘ Non-accelerated filer ‘ (Do not check if a smaller reporting company) Smaller reporting company ‘ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ‘ No È The aggregate market value of the registrant’s common stock as of June 30, 2012, the last business day of the registrant’s most recently completed second fiscal quarter (based upon the closing sale price of Arbitron’s common stock as reported by the New York Stock Exchange on that date), held by nonaffiliates, was $906,721,970.00. The number of shares outstanding of the registrant’s common stock, par value $0.50 per share, as of the latest practicable date, February 14, 2013: 26,689,123 shares.
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