Aclaris Therapeutics, Inc. (ACRS) Earnings Call Transcript & Summary
June 3, 2021
Earnings Call Speaker Segments
Operator
operatorHello, everyone, and welcome to the 2021 Annual Meeting of Stockholders for Aclaris Therapeutics, Inc. My name is John, and I will be your operator today. Please note that today's meeting is being recorded. I would now like to introduce Dr. Neal Walker, President and Chief Executive Officer of Aclaris Therapeutics, Inc. .
Neal Walker
executiveGood morning. I'm Neal Walker, and I'm the President and Chief Executive Officer and a member of the Board of Directors of Aclaris Therapeutics. I am very happy to welcome you to the Aclaris 2021 Annual Stockholders' Meeting. We are holding the annual meeting virtually in light of public health concerns regarding the COVID-19 pandemic to protect the health and safety of our stockholders and employees and facilitate stockholder participation in the annual meeting. Before I call the meeting to order, I'd like to introduce you to the members of the Board and the business team who are with us today. The other members of the Board with us today are Chris Molineaux, Maxine Gowen, Vin Milano; Andrew Powell, Bryan Reasons, Andrew Schiff and Bill Humphries. The other officers with us today are Kamil Ali-Jackson, our Chief Legal Officer and Secretary; David Gordon, our Chief Medical Officer; Frank Ruffo, our Chief Financial Officer; and Joe Monahan, our Chief Scientific Officer. I would also like to introduce [indiscernible] Chris Ermic and Bill Liva of PricewaterhouseCoopers, our independent registered public accounting firm, who are available to respond to appropriate questions. Lastly, I would like to introduce [ Jane Ludlow ], who will act as Inspector of Election at the meeting. The meeting will now officially come to order. We will proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement. After the formal part of our meeting, we'll give you an opportunity to ask any questions you may have. The agenda and rules of conduct for the meeting have been provided on the meeting website. As stated in the rules of conduct, only validated stockholders may ask text questions in the designated field on the meeting website. To allow us to answer questions from as many stockholders as possible, stockholders will only be permitted to ask one question and only questions germane to our business or the meeting will be answered as time permits. Will the Secretary please report at this time with respect to the stockholders' list and the proof of mailing?
Kamil Ali-Jackson
executiveThanks, Neal Walker. I have at this meeting a complete list of the stockholders of record of our common stock on April 5, 2021, the record date for this meeting, which is available for inspection by stockholders by using the registered stockholder list link found on the meeting website. I also have an affidavit certifying that on April 22, 2021, either, one, a notice of Internet availability of proxy materials; or two, a written notice of annual meeting stockholders, a proxy statement, a proxy card and our 2020 Annual Report, was deposited in U.S. mail to all stockholders of record at the close of business on April 5, 2021.
Neal Walker
executiveAt this time, I'd like to appoint [ Jane Ludlow ] to act as the Inspector of Election at this meeting. [ Jane Ludlow ] has taken and subscribed the customary oath of office to execute her duties with strict impartiality. We will file this oath with the records of the meeting. Her function is to decide upon the qualifications of voters, accept their votes and when voting on all matters is completed, to tally the final votes. Will the secretary please report at this time with respect to the existence of a quorum?
Kamil Ali-Jackson
executive[Audio Gap] of common stock outstanding on the record date, which represents approximately 88.14% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.
Neal Walker
executiveThank you. We will now proceed with the formal business of this meeting. There are 4 proposals to be considered by the stockholders at this meeting.
Kamil Ali-Jackson
executiveThe time is now 9:04 a.m. am on Thursday, June 3, and the polls are now open for voting on all matters to be presented. If you have not already voted your shares or wish to change your vote, you may vote by clicking on the voting button on the web portal prior to the closing of the polls. The polls will be closed to voting after we go through the matters to be voted on.
Neal Walker
executiveThe first item of business is the election of 3 Class III Directors to serve until the 2024 Annual Meeting of Stockholders and until their successors are elected and qualified. The nominees for Class III Director are Chris Molineaux, Bryan Reasons and Vincent Milano. If any stockholder would like to make a comment regarding this proposal, please submit your comment through the web portal. The second item of business is the advisory vote on the compensation of the company's named executive officers as described in the proxy statement. The stockholders have been asked to vote on an advisory basis on the following resolution, result that the compensation paid to the company's named executive officers as disclosed pursuant to Item 402 of Regulation SK, including the compensation tables and narrative discussion is hereby approved. If any stockholder would like to make a comment regarding this proposal, please submit your comment through the web portal. The third item of business relates to the stockholders' preferred frequency of advisory votes on executive compensation. The stockholders are asked to vote on an advisory basis on their preferred frequency. The Board of Directors recommends a vote in favor of 1 year for this proposal. If any stockholder would like to make a comment regarding this proposal, please submit your comment through the web portal. The fourth item of business today is the ratification of the selection by the audit committee of the Board of Directors of PricewaterhouseCoopers as our independent registered public accounting firm for the fiscal year ending December 31, 2021. And if any stockholder would like to make a comment regarding this proposal, please submit your comment through the web portal. That was the final proposal for today's meeting. The secretary will now describe the voting procedures.
Kamil Ali-Jackson
executiveYou may vote your shares at this time or online before the meeting and you do not want to change your vote. Any stockholder who has not yet voted or wishes to change their vote, may do so by clicking on the voting button on the web portal and following instructions there. Each share of common size is entitled to one vote. The time is now 9:07 a.m., and the polls are now closed for voting.
Neal Walker
executiveMay we have the results of the voting?
Kamil Ali-Jackson
executiveThe preliminary vote report of the Inspector of Election covering the polls presented at this meeting is as follows: The proposal to elect Chris Molineaux, Bryan Reasons in Vince Milano as our Class III Directors is carried. Number two, the resolution concerning the advisory vote on the compensation of the company's named executive officers is approved. Number three, the preferred frequency of future advisory votes on named executive officer compensation is every year. Number four, the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021, is ratified. We expect to report our voting results on the current report on Form 8-K to be filed with the SEC within 4 business days after the end of this meeting.
Neal Walker
executiveThank you. This concludes the formal portion of today's meeting. Now we would like to open things up for stockholder questions and comments. We will take stockholder questions that are being entered today on the web portal. Please note, we will attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be addressed.
Kamil Ali-Jackson
executiveAs there are no questions, is there any opposition to concluding this meeting? Operator, this meeting is concluded.
Operator
operator[Technical Difficulty] Thank you for attending today's meeting. Enjoy the rest of your day.
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