Ball Corporation (BALL) Earnings Call Transcript & Summary

April 28, 2021

New York Stock Exchange US Materials Containers and Packaging shareholder_meeting 8 min

Earnings Call Speaker Segments

Operator

operator
#1

Welcome to the 2021 Annual Meeting for the Ball Corporation. Our host for today's call is John Hayes, Chairman of the Board of Directors and CEO of Ball Corporation. I'll now turn the call over to your host. Mr. Hayes, you may begin, sir.

John Hayes

executive
#2

Great. Thank you. Good morning, everyone, and this meeting will please come to order. Welcome to what should be a very short 2021 Annual Meeting of Ball Corporation shareholders. This meeting is being held solely to report the results of voting. I hope you're all safe and healthy. We're hosting the shareholder meeting virtually due to the impact of the COVID-19 pandemic and to support the health and wellness of our shareholders, directors and team members. We hope that by conducting the meeting virtually, we are also enabling participation by more of our shareholders regardless of their geographic location. Our agenda for this morning's meeting is as follows. First, the presentation of the Corporate Secretary's report, after which I will present the 3 proposals that are subject to a vote. Then we will allow a brief period of voting, and we'll close the voting, and I'll remind you that the voting polls are currently open. Finally, we will address relevant written questions from shareholders about items on today's agenda. We're more than happy to engage on business performance and other topics post our May 6 earnings conference call off-line, and we're happy to set up a call to do so. Shareholders may submit questions during the meeting on the virtual web portal. The question portal will close just before the close of voting. We ask that you limit yourself to one question per investor and note that we have a limited amount of time this morning, but plan to answer all relevant questions in writing on the Investors page of our website after the meeting. I'll now turn it over to Mr. Charles Baker, Corporate Secretary.

Charles Baker

executive
#3

Thank you, Mr. Chairman. I have before me and affidavit signed by Joanne Vogel, Manager, Broadridge Financial Solutions, Inc., certifying that commencing on March 15, 2021, the transfer agent of Ball Corporation, mailed proper notice of this meeting and instructions to access the corporation's proxy materials to each holder of common stock of record as of the close of business on March 4, 2021. And Mr. Chairman, I can also confirm that there are present in person or by proxy, 295,008,107 goals or 89.92% of the issued and outstanding common shares that are entitled to vote as of the record date of March 4, 2021. Mr. Chairman, there is a quorum present.

John Hayes

executive
#4

Great. Thanks, Charles. The meeting is lawfully convened and ready to transact business. There are in attendance today, the corporation's directors and officers and a representative of PricewaterhouseCoopers LLC, the corporation's independent registered public accounting firm. We will waive the reading of the minutes of the Annual Meeting of Shareholders of April 29, 2020. The meeting -- the minutes are available on our virtual web portal for this meeting. Is there a motion for approval of the minutes?

Charles Baker

executive
#5

So moved.

John Hayes

executive
#6

Is there a second?

Unknown Attendee

attendee
#7

I second.

John Hayes

executive
#8

All in favor approving those minutes, say aye. [Voting]

John Hayes

executive
#9

Those opposed, say no. The ayes have it and the minutes of the last annual meeting are approved. We will now conduct the official business of the meeting and provide time for voting. Shareholders that have voted by proxies or have already voted by Internet or telephone and who do not want to change their vote do not need to take further action. Any shareholder of record as of the record date who has not yet voted or who wishes to change his or her vote may do so now on the virtual meeting web portal, which has been open for voting since the start of this meeting. I will call for the report on voting by the inspector of election. Since the vote has been made by proxy, Mr. Charles Baker, Corporate Secretary, will report the preliminary results on the vote on the following items: number one, election of Mr. Bryant, Mr. Cave, Mr. Fischer and Mr. Mariani as Directors to serve for 3-year terms expiring at the 2024 Annual Meeting; two, the voting of the ratification of the appointment of our auditors, PricewaterhouseCoopers LLP as the independent registered public accounting firm for the corporation in 2021; and three, approval by a nonbinding vote of the compensation of the named executive officers as disclosed in the 2021 proxy statement. Since the vote has been made by proxy, Mr. Baker will report the preliminary results on those matters voted on by the shareholders and properly brought forth at this meeting. We will be reporting the final vote results in an 8-K form to be filed within the next 4 business days. We will now take a short pause for any final voting. [Voting]

John Hayes

executive
#10

Now that everyone who has had an opportunity to vote, I declare the polls closed. Mr. Baker, do we have preliminary voting results?

Charles Baker

executive
#11

Yes. Yes, we do, Mr. Chairman, and the results are as follows: on the election of directors, the 4 nominees have been elected to serve as directors for 3-year terms expiring at the 2024 Annual Meeting of Shareholders. All nominees received at least 187,569,250 votes or 67.42% of those shares voting; the appointment of PricewaterhouseCoopers LLP as independent accountants for the corporation for 2021 was ratified with 279,888,405 votes cast in favor or 94.95% of the shares voting. And finally, the proposal to approve by nonbinding vote, the compensation of the named executive officers as disclosed in the corporation's proxy statement was approved with 257,727,313 votes cast in favor or 93.01% of those shares voting. This vote is advisory only. And that concludes the report, Mr. Chairman.

John Hayes

executive
#12

Great. Thank you, Charles. We have not received any questions through the online platform. And so that completes the scheduled items of business. Are there any other items of business to come before the meeting? Hearing none, are there -- as there are no other items of business, we will now adjourn. Is there a motion to adjourn?

Charles Baker

executive
#13

So moved.

Unknown Attendee

attendee
#14

I move to adjourn the meeting.

John Hayes

executive
#15

Is there a second?

Unknown Attendee

attendee
#16

Second.

John Hayes

executive
#17

All in favor of adjournment say aye. [Voting]

John Hayes

executive
#18

Those opposed say no. Great. The motion is carried, the meeting stands adjourned.

Operator

operator
#19

This now concludes the meeting. Thank you for joining, and have a pleasant day.

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