AirSculpt Technologies, Inc. (AIRS) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of AirSculpt Technologies, Inc. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Mr. Feinstein, Chairman of the Board of Directors of AirSculpt Technologies, Inc. Mr. Feinstein, the floor is yours.

Good morning, ladies and gentlemen, and welcome to the Annual Meeting of Stockholders of AirSculpt Technologies, Inc. being held virtually. I am Chairman of the Board of Directors of the company, and I will act as Chair of the meeting. I would like to introduce you to the directors and members of management who are present with us at the meeting this morning. We are very pleased to have with us the following directors of the company: Dr. Aaron Rollins, Daniel Sollof, Thomas Aaron, Caroline Chu, Kenneth Higgins and Pamela Netzky. [indiscernible] Dennis Dean, who will serve as Secretary. You're participating in the meeting virtually. We're excited to [indiscernible] the latest technology to provide expanded access, improved communication and cost savings to our shareholders. Stockholders may submit questions at any time during the meeting through the Q&A module. Questions will be answered during the Q&A period. The meeting will please come to order. Michelle LaMarco, a representative of Computershare Trust Company, NA, will serve as Inspector of Elections for this meeting with authority, among other things, to receive and determine the validity of all proxies and ballots submitted and to certify the number of shares represented at this meeting and the results of the vote of the company's stockholders on any motion. I ask Mr. Dean to give the Secretary [indiscernible] on the qualification of this meeting to proceed.

This meeting is held pursuant to a notice of meeting dated April 1, 2022, and [ completed ] with a notice of Internet availability of proxy material mailed to all shareholders of record on April 1, 2022. The notice of Internet availability of proxy material, notice of meeting, proxy statement, form of proxy and the annual report will be filed with the records of this meeting. In addition, the proxies and the certified list of shareholders are in the custody of the Inspector of Election. For more than 10 days prior to this meeting, the shareholders' list was open for examination by any shareholder at the company's corporate offices at 400 Alton Rd Unit TH-103M, Miami Beach, Florida. Also, the company's audited financial statements for the year ended December 31, 2021, are available at this meeting.

Mr. Dean, do we have a quorum?

Yes. The Inspector of Elections has reported that 90.57% of the eligible votes are represented at this meeting, either virtually or by proxy and are entitled to vote. This constitutes a quorum of the shareholders and all legal requirements for holding this meeting has been satisfied. It is now 8:33 Eastern a.m. on May 11, 2022, and the polls for voting on all matters are open. All AirSculpt stockholders entitled to vote at this meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again. After voting has been completed on all matters on the agenda, we will close the polls and the Inspector of Elections will be provide the preliminary report.

The meeting is lawfully convened and ready to transact business. The proxies and any substitutions of proxies presented to the meeting are hereby filed with the records of the company. Since no stockholder proposals were filed in advance of this meeting, the business as it means is limited to the matters contained in the notice of meeting, which are as follows: Number one, election of 2 directors to the Board of Directors of the company to serve as the Class I directors until the company's 2025 Annual Meeting of Stockholders or until his or her respective successor duly elected and qualified as presented in proposal #1 in the proxy statement. Second, the ratification of the appointment of Grant Thornton as our independent registered public accounting firm for the fiscal year ending December 31, 2022, as presented in proposal #2 in the proxy statement. A vote will now be taken to approve each proposal. Once the votes on these proposals have been tallied and the results with respect to each proposal will be announced, the company will file a Form 8-K with the SEC within 4 business days to announce exact voting tallies when they become available. All those who intend to vote electronically at the meeting, but have not done so, please do so now. [Voting]

The polls are now closed with respect to the proposals. Inspector of Election, would you please report on the votes taken with respect to proposal #1, the election of Class I directors of the company?

I report that both nominees received at least one affirmative vote of the shares present virtually or represented by proxy that are entitled to vote with a quorum being present.

Daniel Sollof and Pamela Netzky have been reelected as Class I directors of the company. Inspector of Election, would you please report on the vote taken with respect to proposal #2, the ratification of the appointment of Grant Thornton as our independent registered public accounting firm for the fiscal year ending December 31, 2022?

With respect to proposal #2, a majority of the outstanding shares of common stock present or represented at the meeting has been cast in favor of the proposal and the appointment of Grant Thornton is hereby ratified.

Proposal #2 has been adopted, and I will now turn the floor over to Mr. Feinstein.

The Chair will now entertain a motion for Chairman of the meeting.

I move that the meeting be adjourned.

I second that motion.

All those in favor of the motion, please signify their assent by saying aye. All those oppose the motion, please signify their dissent by saying nay. [Voting]

Aye.

Aye.

Aye.

The meeting is adjourned. I now invite to ask any questions you may have regarding the company and its business. Please follow the instructions provided on the virtual meeting screen to submit questions. Thank you for listening through the legal formalities of the meeting.

This concludes the meeting. You may now disconnect.