Abeona Therapeutics Inc. (ABEO) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to the 2020 Annual Meeting of the Stockholders of Abeona Therapeutics Inc. I'm Brian Pereira, Executive Chairman of Abeona, and I will be serving as the Chairman of this meeting. Joining me for today's call is João Siffert, Chief Executive Officer of Abeona. The principal items of business before the meeting are: one, election of 2 Directors, Dr. Todd Wider and Christine Silverstein, to hold office for a term of 3 years and until his or her successor is elected and qualified; two, to approve an amendment to the Abeona Therapeutics Inc. 2015 equity incentive plan to increase the number of shares of our common stock authorized for issuance thereunder from 10 million to 18 million shares; three, to approve the company's nonemployee director compensation plan; four, to ratify the appointment of Whitley Penn LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020; and five, to vote on a shareholder proposal included in the proxy if properly presented at the annual meeting. After this presentation, we will open the meeting to general questions from the stockholders. The close of business on March 27, 2020, was fixed as the record date for the determination of stockholders entitled to receive notice of and to vote at this meeting. Notice of the meeting and the related proxy statements were sent on or about April 10, 2020, to all stockholders of record for the meeting. [ Lou Larson of L2 Elections LLC ] has been appointed to serve as the Inspector of Election for this meeting. Since there is a quorum present, it is in order to proceed with the business of the meeting. As you are aware from the proxy statement, there are 5 proposals before us today. I will briefly describe each of the proposals, and we will then open the polls for voting. The first item on the notice of meeting is the election of 2 directors to hold office until 2023 Annual Meeting of Stockholders and until her or his successor is chosen and qualified. The Board of Directors recommends Todd Wider and Christine Silverstein for election as directors. The second item on notice of the meeting is a proposal to approve an amendment to the Abeona Therapeutics, Inc. 2015 equity incentive plan to increase the number of shares of our common stock authorized for issuance thereunder from 10 million to 18 million shares. The Board of Directors recommends a vote for this proposal. The third item on the notice of meeting is a proposal to approve the company's nonemployee director compensation plan. The Board of Directors recommends a vote for this proposal. The fourth item on the notice of meeting is a proposal to ratify the appointment by the Board of Directors of Whitley Penn LLP as our independent accountants for the company for the current fiscal year ending December 31, 2020. The Board of Directors recommends a vote for this proposal. The fifth item, if properly presented, is to vote on a stockholder proposal regarding amending the bylaws to allow for majority voting. The stockholder proposal and its supporting statements are included in the proxy statement. The proposal has been submitted by the California Public Employees Retirement System, who has authorized Todd Mattley to serve as its representative to present the resolution. Mr. Mattley, you may now make your statement.

Good morning, members of the Board and fellow shareholders. This is Todd Mattley with the California Public Employees Retirement System. And I just want to say how pleased CalPERS is that the company is recommending share we vote for the resolution to support majority voting for director elections and uncontested meetings. We believe this is a corporate governance's best interest, and it's -- we're happy with the progress that could potentially be made with this. And depending on the vote, CalPERS stands ready to engage and work with the company towards implementation of this best practice. And I would also request that at the end of the meeting that there'll be a preliminary vote count tied to this resolution, if at all possible. But CalPERS just want to say thank you for the ability to present the proposal today, and we look forward to engaging in the future.

Mr. Mattley, I appreciate your statement and the stockholder proposal regarding amending the bylaws to allow for majority voting is now before the meeting. The Board of Directors recommends a vote for this stockholder proposal. We will now proceed with the voting on the proposals. It is 10:12 a.m. and the polls are now open. [Voting]

If you have previously sent in a signed proxy card or submitted your proxy vote by telephone or on the Internet, it is not necessary for you to vote via the web portal today unless you wish to change your vote. If you were a stockholder of record at the close of business on March 27, 2020, or you have a valid proxy from your book -- bank or other agent with respect to the shares you beneficially own, and you desire to vote via the web portal at today's meeting, please go to www.virtualshareholdermeeting.com/abeo2020. Any stockholder who hasn't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. We now seem to have all of the ballots. And since all those desiring to vote had an opportunity to do so. I now declare the polls closed at 10:14 a.m. I have here the preliminary report of the inspectors based on proxies already received. The final voting results will be presented in our current report on Form 8-K to be filed following the date of this meeting. The final results will include ballots voted by stockholders present and voting at the meeting. On the basis of proxies already received, I can report the following: stockholders of record owning 65,940,418 shares of common stock, constituting a majority of all outstanding shares of common stock of the company are represented at the meeting by proxy or in person. The results of the balloting with respect to the first item on the agenda for the meeting, the election of 2 directors of the company to serve until the 2023 annual meeting indicate that at least 58% shares of common stock of the company were voted for the election of the nominees listed in the proxy statement. These shares represent a plurality of the shares represented and entitled to be voted at the meeting. Since the plurality of shares represented at this meeting has been voted for the nominees, each of Todd Wider and Christine Silverstein have been duly elected as directors of the company to serve until 2023 Annual Meeting of Stockholders and until his or her respective successor is chosen and qualified. The results of the balloting with respect to the second item of the agenda for this meeting, to approve an amendment to the Abeona Therapeutics Inc. 2015 equity incentive plan, to increase the number of shares of our common stock authorized for issuance thereunder from 10 million to 18 million shares indicates that 63% of the shares of common stock present in person or by proxy and entitled to vote on this matter voted to approve the increase in shares authorized for issuance under the Abeona Therapeutics Inc. 2015 equity incentive plan. Since the majority of the shares present in person or by proxy and entitled to vote on this matter have been voted for the amendment to the Abeona Therapeutics Inc. 2015 equity incentive plan, the number of shares of our common stock authorized for issuance thereunder has increased from 10 million to 18 million shares. The results of the balloting with respect to the third item on the agenda for the meeting to approve the company's nonemployee director compensation plan indicates that 88% of the shares of common stock present in person or by proxy and entitled to vote on this matter voted to approve the company's nonemployee director compensation plan. Since the majority of the shares present in person or by proxy and entitled to vote on this matter has been voted for the approval of the company's nonemployee director compensation plan. The company's nonemployee director compensation plan has been approved. The results of the balloting with respect to the fourth item on the agenda for the meeting to ratify the appointment of Whitley Penn, LLP, as our independent registered public accounting firm for the fiscal year indicate that 99% of the shares of common stock present in person or by proxy and entitled to vote on this matter voted to ratify the appointment of Whitley Penn, LLP. Since the majority of shares present in person or by proxy and entitled to vote on this matter has been voted for the ratification of the appointment of Whitley Penn, LLP, they have been ratified as independent accountants for the company for the current fiscal year. The results of the balloting with respect to the fifth item on the agenda for the meeting, to amend the bylaws to require majority voting indicate that 99% of the shares of common stock present in person or by proxy and entitled to vote in this matter voted to amend the bylaws to require majority voting. Since the majority of the shares present in person or by proxy and entitled to vote on this matter has been voted for the amendment to the bylaws, the bylaws have been amended to require majority voting. I would now like to open the meeting for general questions. In an orderly fashion, questioners will be introduced.

There are no questions at this time.

With no further questions, I will now take a motion to accept the report of the inspector and adjourn the meeting.

I move that the report of the inspector to be accepted and that all ballots be filed with the secretary upon the adjournment of the meeting.

I second that motion.

Will all those in favor say, aye; those opposed, no.

Aye.

The motion is carried. There are no other formal items of business to be brought before the meeting unless there is any further business to come before the meeting. May I have a motion to adjourn.

I move that we adjourn.

I second the motion.

With all those in favor, say aye; and those opposed, no.

Aye.

The motion is carried. The meeting is adjourned. Thank you.

This concludes your call for today. You may now disconnect.