Astec Industries, Inc. (ASTE) Earnings Call Transcript & Summary

[Audio Gap] and Corporate Secretary of the company will be conducting the business portion of our meeting. Before we undertake the business for this meeting, I'd like to introduce our directors and business partners, all of whom are in attendance at this meeting. Our Board members are: William Gehl, Chairman of the Board, and also Chairman of FreightCar America and IBD of Southeastern Wisconsin; James Baker, Co Managing Partner of River Associates Investments; Tracey Cook, President of American Equipment Company; William Dorey, former President and CEO of Granite Construction; Daniel Frierson, Chairman of the Board and CEO of Dixie Group; Mary Howell, Chief Executive Officer of the Howell Strategy Group and former Executive of Textron; Brad Southern, Chairman and Chief Executive Officer of Louisiana-Pacific Corp.; William Sansom, Chairman and CEO of the H.T. Hackney Company; Glen Tellock, President and CEO of Lakeside Foods. Thanks to all of you for participating today. I want to take a moment to put a special thank you out to Dan Frierson. Dan has provided service to the company for over 27 years, been in front of Astec all those years and will continue to be as we move forward. Dan is retiring at the end of this annual meeting, and we are grateful for his valuable counsel to the company and to me personally. Some of our key business partners are also in attendance today. They include: our upside council, Alston & Bird LLP; and from our external auditor, KPMG, we have Randy Addington, Steve Aycock, and Adam Haywood. Thanks all of you as well. At this point, I will turn things over to Anshu for the business portion of this meeting. Anshu?

Thank you, Barry. Before we begin the business of the meeting, I would like to review a few housekeeping items. In fairness to all shareholders in attendance and in the interest of an orderly meeting, we require that you honor the rules of conduct and meeting procedures that are posted on the virtual meeting portal. As you can see from the rules of conduct, questions or concerns related to the proposals being voted on today will be addressed after all the proposals are introduced. Only validated shareholders may ask questions in the designated field on the web portal. Out of consideration for others, please limit yourself to one question. If you have general questions that do not pertain to the business of the meeting today, we are happy to answer those at a later time with you on an individual basis. Please see the rules of conduct for the contact information of our Investor Relations group. Board has appointed [ Kris Sundberg ] to act as inspector of elections for the meeting. Ms. Sundberg is present today and has taken the oath of office. The notice of the meeting and the notice of Internet availability of proxy materials were mailed by Broadridge Company's tabulation agent, beginning on March 18, 2021. They were sent to all shareholders of record as of February 24, 2021. And as a result, the meeting is being held person to proper notice. Broadridge has submitted an affidavit as to the mailing of these documents to all record shareholders of the company, and the affidavit is available for inspection by any shareholder upon request. Quorum. For your information, the total number of shareholders outstanding on February 24, 2021, the record date for the notice of this meeting was 22,613,076 shares. We have approximately 95.36% of those shares represented today in person or by proxy. As such, the inspector of elections has confirmed that a quorum is represented in person and by proxy, and the meeting is duly constituted and should proceed. I now declare the polls open. There are 4 items of business on the agenda today. The election of 2 directors in Class 2 to server until the Annual Meeting of Shareholders in 2024, James B. Baker and Glen E. Tellock. An advisory vote on a nonbinding resolution to approve the compensation of the company's executive officers. Third, approval of the company's 2021 equity incentive plan. Fourth, the application of the appointment of KPMG as the company's independent registered public accounting firm for calendar year 2021. The Board unanimously recommends that shareholders vote for each of the foregoing proposals. Under our bylaws, the deadline for submitting a nominee for director or any other shareholder proposal is passed and no other nominations for Director or shareholder proposals were submitted. Therefore, these 4 items of business are the only matters we'll considered at this meeting. We will now address any questions specifically related to the foregoing proposals. If you have a question related to a proposal, please submit it to your question -- please submit your questions through the web portal. Are there any questions related to these 4 proposals? Seeing no questions, we will now proceed with the voting. Shareholders who have already voted by submitting a proxy do not need to vote at this time unless they want to change their vote. Those shares will be voted on your behalf by the management of the company. As explained in the proxy statement, anyone who has not voted their shares yet or anyone who wants to change their previously granted proxy and vote in a different manner, they do so now by following the instructions on the Annual Shareholders Meeting website. [Voting]

The polls are now closed to voting. At this point, the preliminary vote has been verified and tabulated, and I'll report the preliminary results of the 4 matters voted upon at the meeting. As explained in the proxy statement, at this meeting, the 2 directors that are standing for reelection are elected by the affirmative vote of the holders of the majority of the shares present in person or by proxy and entitled to vote in the election. Management has received the requisite proxies to let the 2 nominees and hereby vote these shares. Therefore, Mr. Baker and Mr. Tellock will each hold office for a 3-year term expiring in 2024. The second matter of business is an advisory vote on a nonbinding resolution to approve the compensation of the company's named executive officers as described in the proxy statement. Management has received the requisite proxies to approve the compensation of the company's executive officers. Those shares are here by voted. And therefore, on an advisory basis, the compensation of the company's named executive officers is hereby approved. Third matter of business is the approval of the company's 2021 equity incentive plan. Management has received the requisite proxies to approve the company's 2021 equity incentive plan. Those shares are hereby voted, and therefore, the company's 2021 equity incentive plan is hereby approved. Final matter of business is the approval of the ratification of appointment of KPMG as company's independent logistic public accounting firm for the calendar year 2021. Management has received the requisite proxies to approve the ratification of KPMG and hereby vote these shares. With this vote, the appointment of KPMG as the company's registered independent accounting firm for calendar year 2021 is hereby ratified and approved. These preliminary voting results are subject to final tabulation and verification by the inspector of elections. The inspector of elections will make and certify a final report of the vote. Any shareholder wishing to see the final tabulation of voting on all 4 vote -- on all 4 proposals, they do so upon request. We will also report the voting results in a current report on Form 8-K no later than May 3, 2021. There being no other business for this meeting, the formal meeting is now adjourned. On behalf of the company management and the Board of Directors, let me express our sincere thanks for your support on the matters brought before this meeting. Thank you.