Aqua Metals, Inc. (AQMS) Earnings Call Transcript & Summary

Good morning, and welcome to Aqua Metals 2021 Annual Meeting of Stockholders. My name is Stephen Cotton, and I am President and CEO of Aqua Metals, Inc., and I will be serving as the Chairman of Aqua Metals 2021 Annual Meeting of Stockholders. On behalf of the Board of Directors, I would like to welcome all of you. The meeting is now convened. Also in attendance at the meeting today are members of the Board of Directors, including Molly Zhang, Vincent DiVito and Edward Smith. We also have Ryan Teed and Trevor Coe of Armanino LLP, the company's external auditor; Judd Merrill, Chief Financial Officer and Secretary of your Company; who will be acting as Secretary and Inspector of Elections at this meeting; and Eric West, Corporate Controller, who will be facilitating our Q&A portion of the meeting. Now let me give you an outline of the plan for this meeting. As described in the notice and proxy statement previously distributed, you're entitled to participate in and vote in the meeting if you were a stockholder as of the close of business on April 6, 2021, which is a record date for this meeting, or hold a legal proxy for the meeting provided by your bank, broker or nominee. If you have a 16-digit voting control number, you may vote by clicking the Voting link on the right-hand lower portion of your screen. If you hold your common shares in your record name, the control number will be in your proxy card. If you hold your shares in street name, the control numbers should have been provided to you by your bank, broker or nominee. You may also ask questions during the meeting if you are registered with your 16 digit voting control number, you can submit questions via the Q&A button. When the button is clicked, a side panel will open. The proxy statement and annual report can be viewed in the materials tab on the bottom right-hand side of your screen. An agenda that outlines the order of business for the meeting is displayed on the screen. There are 4 matters on the agenda today. Item 1, we are voting to elect 5 directors to serve as members of the Board of Directors of the company, namely S. Shariq Yosufzai, Stephen Cotton, Vincent L. DiVito, Molly Zhang and Edward Smith. Item 2, we are voting to ratify the selection of Armanino LLP as external auditors of the company for the current year. Armanino was approved by the Board's Audit Committee, which is made up entirely of directors who are independent under the NASDAQ listing rules. Item 3, we are voting to approve on an advisory basis, the compensation of the company's named executive officers as disclosed in the proxy statement for this annual meeting. Item 4, we are voting to indicate, on an advisory basis, the preferred frequency of stockholder advisory votes on the compensation of the company's named executive officers. Judd Merrill, Chief Financial Officer and Secretary of our company, will act as Secretary of this meeting, record the minutes and see that they have attached all the necessary documents and exhibits. Mr. Merrill will also act as the inspector of election of today's meeting. Mr. Merrill has taken the necessary oath and has advised that we have a quorum present. So this is an official meeting, and we can proceed with our business. During the meeting, we will address the matters described in the agenda shown on your screen. Voting will be completed, an announcement will be made regarding the preliminary results and then the formal meeting will be adjourned. Questions should be restricted to the procedures for the meeting and the proposals under consideration. Thank you for your understanding. If you are eligible to vote and have not submitted your ballot or proxy or if you want to change your vote, please cast your digital vote via the function located in the bottom right-hand side of the screen. Ballots will be tallied after we have voted on all matters on the agenda. Upon receipt of the ballots, the polls will officially be closed. The digital votes cast today will be counted in the final tally along with the proxies previously received. We will announce the preliminary results of the voting at the end of the meeting. The polls are now open for 4 items of business as of 08:06 a.m. One, the first item of formal business is the election of 5 directors to serve as members of the Board of Directors of the company until the next Annual Meeting of Stockholders and until their successors are duly elected and qualified. Two, the second item of formal business is to ratify or reject the Audit committee's selection of Armanino LLP as auditors to audit the accounts of your company for the current fiscal year ending December 31, 2021. Three, the third item of formal business is to approve or reject on an advisory basis, the compensation of the company's named executive officers as disclosed in the proxy statement for this annual meeting. Four, the fourth item of formal business is to indicate on an advisory basis, the preferred frequency of stockholder advisory votes on the compensation of the company's named executive officers. Are there any questions on these proposals? The floor is now open for discussion concerning the proposals. If you registered with your 16-digit voting control number and wish to submit a question, please do so now. We will respond to as many questions as practicable.

Currently, there is no questions in the queue.

Okay. Voting is by proxy and digital ballot. Each share of common stock is entitled to 1 vote. Let me remind you that if you've already sent in your signed proxy, there's no need for you to cast a ballot now unless you wish to change the vote that you put in the proxy. The individuals named in the proxy or any of them will vote your shares as indicated on the proxy that you already been mailed or delivered to us. As a reminder, if you are voting today, please make sure you have your 16-digit voting control number and click the vote link at the bottom right-hand side of your screen. We will now provide some additional time for the submission of voting. [Voting]

Okay. There being no further business to come before the meeting. I declare the polls are now closed for all items of business, as of 08:09 a.m. Pacific Time. No additional ballots, proxies or votes and no changes or replications will be accepted. The proxies and digital ballots will now be tabulated by the Inspector of Election. We'll be happy to entertain any shareholder questions at this time. Does anyone have a question?

Currently, there's no questions in the queue.

Okay. Thanks, Eric. Based upon preliminary information provided by the inspector of election, I can report that, first, each of the nominees for the Board of Directors, namely S. Shariq Yosufzai, Stephen Cotton, Vincent L. DiVito, Molly Zhang and Edward Smith have been duly elected to hold office until the next annual meeting of stockholders, and until their successors are duly elected and qualified; two, the proposal to ratify the selection of Armanino LLP as independent auditors of your company for the current year has received the majority of the votes cast and is therefore adopted. Three, the proposal to approve, on an advisory basis, the compensation of the company's named executive officers as disclosed in the proxy statement for this annual meeting has received the majority of the votes cast and is therefore adopted; four, the proposal to indicate, on an advisory basis, the preferred frequency of stockholder advisory votes on the compensation of the company's named executive officers has resulted in the stockholders indicating the preference that the advisory vote occur once every year. The final results of voting, including any ballots and proxies recorded during this meeting, will be set forth in the report of the Inspector of Election and will be included in the minutes of the meeting. The final results will also be reported on Form 8-K to be filed with the SEC within 4 business days following this meeting. Before adjourning, I would like to thank each stockholder who sent in a proxy for this meeting. I especially would like to thank you who are here for this meeting virtually attending. This meeting is now adjourned.