Bassett Furniture Industries, Incorporated (BSET) Earnings Call Transcript & Summary

Hello, and welcome to the Bassett Furniture Industries Annual Meeting of Shareholders. Please note that this meeting is being recorded. [Operator Instructions] The meeting is about to begin.

Thank you. Ladies and gentlemen, we will now convene the Annual Meeting of Stockholders of Bassett Furniture Industries, Inc. Will the meeting please come to order? I want to welcome all of you. I'm Jay Hervey, Secretary and General Counsel of Bassett Furniture Industries, and I will be conducting the business of this meeting. With me are Rob Spilman, Chairman and Chief Executive Officer of Bassett Furniture Industries and Ted Weiner from our transfer agent, Equiniti. The other members of the Board of Directors are also in attendance. In addition to Rob Spilman, they are Emma Battle, John Belk, Kristina Cashman, Virginia Hamlet, Walter McDowell, William Wampler and William Warden. The annual meeting is being held in accordance with the company's bylaws and Virginia law. An outline of the order of business for the meeting is as set forth in the proxy statement. After we address the matters described in the proxy statement, balloting will be completed. And after announcement of the results, the meeting will adjourn. You are entitled to participate in and vote at this meeting if you were a registered stockholder as of the close of business on January 23, 2025, which is the record date for this meeting, or if you hold a legal proxy for the meeting provided by your bank, broker or nominee. If you have the 11-digit voter control number issued by Equiniti and wish to vote during this meeting, you may do so by clicking the proxy voting site link on the left-hand panel of your screen. You may also pose questions during the meeting if you're registered with your 11-digit voter control number. Please refer to the messaging icon located on the top left-hand panel of your screen to submit a question. If you are entitled to vote and have not submitted your proxy or if you want to change your vote, please cast your vote now via the function located on the left-hand side of the screen, the prompt should save proxy voting site. Ballots will be tallied after we have voted on all matters on the agenda. Upon receipt of the ballots, the polls will officially be closed. The votes cast today will be counted in the final tally along with the proxies previously received. We will announce the preliminary results of the voting at the end of the meeting. We will now proceed with the business of the meeting. I have received an affidavit of mailing stating that the notice, proxy statement and proxy were mailed on or about February 17, 2025, to all stockholders of record as of January 23, 2025, the record date for this meeting. The affidavit is hereby incorporated with the minutes of this meeting. We have appointed Ted Wiener, a representative of Equiniti to act as Inspector of Election for this meeting. Ted, thank you for joining us today. The Inspector of Election has signed an oath of office, which is hereby incorporated with the minutes of this meeting. The Inspector of Election has advised me that we have present in person or by proxy a sufficient number of shares to constitute a quorum. Therefore, the meeting is duly constituted, and we may proceed with business. It is now 10:03 A.M. and the polls are open. The first item of business is the election of the slate of directors to serve until the next annual meeting. The second item of business is the proposal to ratify the selection of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending November 29, 2025. The third item of business is an advisory vote regarding the approval of compensation paid to certain executive officers. And the fourth item of business is an advisory vote regarding the frequency of the advisory vote regarding approval of compensation paid to certain executive officers. The Board of Directors recommends that stockholders vote in favor of all of the first three proposals and for 1 year on the fourth proposal. The floor is now open for discussion concerning the proposals. If you registered with your 11-digit voter control number and you want to pose a question or comment pertaining to the business of this meeting, please refer to the messaging icon located on the top left-hand panel of your screen. We will respond to as many pertinent questions or comments as practical. I will now describe the voting procedure. The individuals named in the proxy or any of them will vote your shares as indicated on the proxy that you have already submitted or mailed to us. There is no need for you to cast a ballot now unless you are voting for the first time or if you have -- wish to change a vote that you have already mailed to us. If you are voting today, please make sure you have your 11-digit voter control number issued by Equiniti and click the proxy voting site link on the left-hand side of your screen. We'll give you a few moments now for submission of any voting or voting changes. [Voting]

It is now 10:05 a.m., and the polls for each matter to be voted on at this meeting are now closed. No additional proxies or votes and no changes or revocations will be accepted. The proxies and votes will now be tabulated by the Inspector of Election. Ted?

Preliminary vote tally for the election of directors. Each director received in excess of 4,775,000 votes. Proposal 2 for the ratification of Ernst & Young as the independent registered public accounting firm received in excess of 7,044,000 votes in favor. Proposal 3 for the advisory vote for compensation paid to certain executive officers, for votes tally preliminary 4,995,000 and compensation frequency, 1 year in excess of 4,452,000.

Thank you, Ted. Based on the preliminary information provided by the Inspector of Election, I can report that each of the directors has been reelected to serve until next year's annual meeting. Ernst & Young's selection has been approved, the compensation to certain executive officers has been approved and the 1-year frequency of advisory votes on compensation to certain executive officers has been approved. The final vote count and tabulation of results will be disclosed in an 8-K to be filed within the next 4 business days. There being no further business to consider, the Annual Meeting of Stockholders is now adjourned. Thank you.