Art's-Way Manufacturing Co., Inc. (ARTW) Earnings Call Transcript & Summary
April 23, 2024
Earnings Call Speaker Segments
Marc McConnell
executiveWelcome. My name is Marc McConnell, and I'm the Chairman of the Board of Art's-Way Manufacturing Company Incorporated. And I will serve as Chairman of this meeting. It is a pleasure to welcome you today. Before proceeding further, let me introduce our officers and directors. With us today are our current directors and director nominees; Marc McConnell, Thomas Buffamante, Randall Ramsey, David White, and Matt Westendorf. From management, David King, our President and CEO; Michael Woods, our CFO. From our auditor, Eide Bailly, Geoff Wasmuth. And from our legal counsel, Taft Stettinius & Hollister, Joe Schauer. The Annual Meeting of the Stockholders of Art's-Way Manufacturing Company Incorporated is hereby call to order pursuant to notice given and as provided by the company's bylaws. With regard to forward-looking statements, which may be made by officers or other representatives of Art's-Way at this meeting or at any other time, we caution investors that results of future operations may differ from those anticipated. We encourage you to review carefully the cautionary statements contained in our periodic filings with the Securities and Exchange Commission. I will now call on Michael Woods, Secretary of the meeting, to report on the proper giving notice and presence of the quorum.
Michael Woods
executiveIn accordance with our bylaws and Delaware law, notice of the meeting was mailed on or about March 14, to all stockholders and as a record on March 6. The certificate of mailing will be kept with the minutes of this Meeting.
Marc McConnell
executiveThank you. According to the report of our Inspector of Election, we had 5,068,280 shares of common stock outstanding as of March 6, 2024, the record date. And at least the majority of those shares are represented at the meeting either in person or by proxy. Therefore, the Meeting is lawfully convened, and the polls for voting on all matters are hereby opened at this time. Today's meeting is being called to vote on the following motion, each made and seconded by the proxy. First, to elect the 5 director nominees to hold office until the 2025 Annual Meeting of Stockholders. Second, to ratify the appointment of Eide Bailly LLP as the Company's independent registered public accounting firm for the fiscal year ending November 30th, 2024; and third, to approve as on a non-binding advisory basis, the compensation paid to the Company's named executive officers. Because of those stockholder nominations or proposals were properly filed in advance of this Meeting, the business of this Meeting is limited to the 3 matters identified in the Notice of Meeting and described in our proxy statement. Are there any questions for the representative of Eide Bailly LLP or any other matters for discussion with respect to items to be voted on today? Are there any stockholders attending in person, who wish to turn in ballot or revoke a proxy and vote in person and haven't done so, please identify yourselves to the Inspector of Election and let him know the total number of shares you'll be voting. The polls for voting on the matters before this Meeting are hereby closed. The preliminary voting results based on proxies submitted prior to this Meeting are as follows: each of the 5 director nominees has been elected to serve as a Director until the 2025 Annual Meeting of Stockholders and until their successor shall be elected and qualified; the selection of Eide Bailly LLP, as the Company's independent registered public accounting firm for the fiscal year ending November 30th, 2024, has been ratified; the compensation paid to the Company's named executive officers has been approved on a non-binding and advisory basis and will be taken into consideration by the Board and the Compensation and Stock Option Committees. The report of the Inspector of Election setting forth the final voting results will be included with the minutes of this Annual Meeting, and the results will be also publically announced by way of filing with the Securities and Exchange Commission. Since there is no further business, I'll ask for a motion that the meeting be adjourned. For the motion to adjourn, all favor of the motion to adjourn say, aye.
Unknown Attendee
attendeeAye.
Marc McConnell
executiveAll opposed, say nay. The motion is carried. The formal portion of the Meeting is adjourned. Thank you for your attendance and for your interest in Art's-Way Manufacturing Company Incorporated.
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