BancFirst Corporation (BANF) Earnings Call Transcript & Summary

May 27, 2021

NASDAQ US Financials Banks shareholder_meeting 7 min

Earnings Call Speaker Segments

David Rainbolt

executive
#1

Good morning, and welcome to the 2021 BancFirst Corporation Shareholders Meeting. It obviously was an unusual year last year, and then juxtapose to 2021, as we have disclosed in our press releases, we made major provisions last year during the uncertainty of the effects of the pandemic on the loan portfolio. And to the extent the recovery continues. We've disclosed in press releases that we expect to be reversing portions of that -- those provisions last year through much of this year. So it's going to be back to back unusual years. We wouldn't claim to know what the end game is. We're trying to keep our balance sheet in a nimble position to react to any threats or opportunities. And I think we've done that. In the end, we'll ask for questions. But for now, Randy, would you please provide the proof of notice for the meeting?

Randy Foraker

executive
#2

Yes. I have with me here, certified copy of the notice of the meeting that was mailed to shareholders on about April 7, and it was sent to shareholders of record as of April 5. On the record date, there were 32,771,013 shares of common stock outstanding. And I also have a list of the shareholders as of that record date.

David Rainbolt

executive
#3

Is there anyone present on the call who intends to vote in person? Okay. Kevin, do we have a quorum present?

Kevin Lawrence

executive
#4

The number of shares represented by proxy or person of 28,570,788 shares, which is 87.18% of the shares outstanding. There is a quorum present.

David Rainbolt

executive
#5

Since quorum is present, the meeting is hereby declared convened. First, the Proposal 1, to elect 20 directors nominated by our Board of Directors for a term of 1 year. Is there any discussion of this proposal? Kevin, will you please report the results of the election?

Kevin Lawrence

executive
#6

Yes, 24,420,995 shares or 74.59% of the shares outstanding and 85.6% of votes cast voted for the election of the directors. No individual director received affirmative vote of less than a majority of the shares outstanding. All the nominees have been elected.

David Rainbolt

executive
#7

Proposal 2, to amend BancFirst Corporation stock option plan to increase the number of shares of common stock authorized to be granted after the date of such amendment to 300,000 shares. Is there any discussion of this proposal? Kevin, would you please report the results of the voting?

Kevin Lawrence

executive
#8

17,431,908 shares or 53.19% of the shares outstanding and 61% of votes cast voted for the proposal. It has been approved.

David Rainbolt

executive
#9

Okay. Proposal 3, to amend the BancFirst Corporation nonemployee director stock option plan to increase the number of shares of common stock authorized to be granted after such amendment to 50,000 shares. Is there any discussion of this proposal? Okay. Kevin, would you please report the results?

Kevin Lawrence

executive
#10

27,149,657 shares or 82.85% of the shares outstanding and 95.03% of the votes cast voted for the proposal. It has been approved.

David Rainbolt

executive
#11

Proposal 4 is to amend the BancFirst Corporation directors deferred stock compensation plan to increase the number of shares of common stock authorized to be granted after such amendment to 40,000 shares. Is there any discussion of this proposal? All right. Kevin?

Kevin Lawrence

executive
#12

27,322,673 shares or 83.37% of the shares outstanding and 95.6% of votes cast voted for the proposal. It has been approved.

David Rainbolt

executive
#13

All right. The final proposal to ratify BKD as the company's independent registered public accounting firm. BKD has been selected by our Audit Committee to continue as the company's independent registered public accounting firm for the year ended 12/31/20. They have served as auditor for 7 years now. Greg Wedel is the Chairman of our Audit Committee. Greg, would you like to make any comments?

Gregory Wedel

executive
#14

Not at this time.

David Rainbolt

executive
#15

Okay. Brian West is the engagement partner with BKD. Brian, would you like to make any comments?

Brian West

attendee
#16

No. I appreciate you having us in today, but I don't have any comments. But thanks for allowing us to participate.

David Rainbolt

executive
#17

Okay. Will there be any discussion of this proposal? All right. Kevin, would you please report the results of the voting?

Kevin Lawrence

executive
#18

28,500,736 shares or 86.97% of the shares outstanding and 99.8% of votes cast voted for proposal. It has been approved.

David Rainbolt

executive
#19

Once again, BKD is more popular than any of us, probably deservedly so. I don't really have closing comments. This format, obviously, is not the most desirable for shareholders' meeting. We certainly look forward to next year when we can meet in person and deal more interpersonally. Obviously, if shareholders have any questions, be they institutional or individual, Kevin Lawrence, our CFO, stands at the ready. Kevin, what's your office number?

Kevin Lawrence

executive
#20

(405) 370-1003.

David Rainbolt

executive
#21

You're welcome to call Kevin. Would want to address any concerns or curiosities you might have. Other than that, are there any other questions or comments come before this meeting? Any other business? Hearing none, absent objection, I'll declare the meeting to be adjourned. I've heard no objection. So I wish everybody well, and we're adjourned.

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