Avery Dennison Corporation (AVY) Earnings Call Transcript & Summary

Welcome to our 75th Annual Meeting of Stockholders. I'm Mitch Butier, Chairman and CEO of Avery Dennison. We are joined by the members of our Board of Directors; and Greg Lovins, our Chief Financial Officer; Sue Miller, our General Counsel and Secretary; Lori Bondar, our Treasurer and Chief Accounting Officer; Vikas Arora, our Associate General Counsel and Assistant Secretary; and Andrew Wilcox, our Independent Inspector of the Elections for the meeting. In response to the coronavirus pandemic, today's meeting is being held in a virtual-only format with stockholders attending via the web portal. As is our custom, we will conduct the business portion of our meeting first and answer questions after the meeting is adjourned. Note that during our first quarter 2020 earnings teleconference next week, we will be providing details on our recent performance and strategies for managing through the pandemic. If you have already voted by telephone, over the Internet or by mail, you do not need to cast your vote at this meeting. You can vote at this meeting only if you are a stockholder as of February 24, 2020, and have not already voted or you wish to change your previously submitted proxy. If you would like to vote at this meeting, please do so by clicking on the voting button on the web portal and following the instructions provided before I declare the polls closed. During our Q&A session, only validated stockholders may ask questions using the designated field on the web portal. Although, we may not be able to answer every question, we will do our best to respond to as many questions as possible and we'll address any unanswered questions pertinent to our company on our website shortly after the meeting. This meeting is being held pursuant to the notice mailed or made available on March 10, 2020, to all stockholders of record as of the close of business on February 24, 2020, the record date fixed by our Board. The purposes of this meeting are to: one, elect 10 directors to serve for a 1-year term expiring at next year's annual meeting; two, approve, on an advisory basis, our executive compensation; and three, ratify the appointment of PricewaterhouseCoopers as our independent registered public accounting firm for fiscal year 2020. I would now like to ask Sue to give the Secretary's report.

Thanks, Mitch. I have on file an affidavit from Broadridge Financial Solutions that confirms that on March 10, 2020, notice of this meeting was mailed or made available to stockholders of record as of the February 24, 2020 record date. Notice was properly given. There were 75,096,095 shares represented immediately prior to the commencement of the meeting in person or by proxy, representing approximately 90% of the 83,295,966 shares of issued and outstanding stock of the company entitled to vote. A quorum is present, and the meeting is lawfully convened to transact the business for which it was called.

Thanks, Sue. Bradley Alford, Anthony Anderson, Peter Barker, Mark Barrenechea, Ken Hicks, Andres Lopez, Patrick Siewert, Julia Stewart, Martha Sullivan and I were nominated by the Board for election to serve as directors for a 1-year term ending at next year's annual meeting. The Board has recommended the election of each of the 10 director nominees. I declare the nominations closed. Now I'd like to take this opportunity to thank David Pyott, who is leaving the Board after more than 20 years of service. He has been an influential leader throughout his tenure, and we have benefited tremendously from his commitment to our company. Thank you, David. The remaining 2 items to consider are: one, approval on an advisory basis of our executive compensation; and two, ratification of the Audit and Finance Committee's appointment of PricewaterhouseCoopers as our independent registered public accounting firm for fiscal year 2020. Mike Brandmeyer, Global Engagement partner and Mike Ruble, Senior Manager, are in attendance to answer questions. The Board has recommended a vote for each of these proposals. Having reviewed all of the proposals, I will now allow a few additional moments for voting before closing the polls. We'll give it another 30 seconds. [Voting]

The portal votes have been recorded, I now declare the polls closed. I'll now ask Sue for a preliminary report on the voting.

Thanks, Mitch. The proxies and ballots have now been preliminarily counted by the inspector of elections duly appointed by the Board of Directors. Over a majority of the voted shares have voted to elect each of the Director nominees for Director, each of them has been elected. Over a majority of the voted shares have voted to approve, on an advisory basis, our executive compensation. The compensation has been approved. Over a majority of the voted shares have voted to ratify the appointment of PricewaterhouseCoopers. The appointment has been ratified. Final voting results will be filed with the SEC on Form 8-K by April 29.

Ladies and gentlemen, that concludes the business portion of the meeting, which is now adjourned. Now before opening the call to questions, I'd like to announce that the Board has maintained our dividend of $0.58 per share for the second quarter of 2020. And now we'll take your questions. Please note that we will attempt to answer as many questions germane to our company in this meeting as time allows. Since there are no questions, I'd like to conclude our annual meeting. Thank you for your investment and for attending.