BWX Technologies, Inc. (BWXT) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by. Welcome to the BWX Technologies, Inc. 2021 Annual Meeting of Stockholders. I would like to introduce Mr. John Fees, BWXT's Chairman of the Board.

Good morning, and welcome to BWXT's 2021 Annual Meeting of Stockholders. I will be serving as Chairman of today's meeting. In the interest of the health and safety of our stockholders and employees while COVID is still present, this is a virtual annual meeting brought to you via on this webcast. Following the formal portion of this meeting, we will address any questions on appropriate matters. Each stockholder may submit one question during the meeting by clicking on the link on the web portal. We will not be addressing questions related to our financial results for the first quarter for guidance of this meeting. We encourage you to listen to our earnings calls scheduled for Tuesday, May 4, for information on those matters. Joining me are Rex Geveden, President and CEO; Tom McCabe, Senior Vice President, General Counsel, who will serve as Secretary of this meeting. In addition to myself and Rex Geveden, also on the call are other members of the Board: Jan Bertsch, Gary Burbach, Jim Jaska, Ken Krieg, Leland Melvin, Bob Nardelli, Barb Niland and John Richardson. And also joining us, Ms. Debra Warner; and Mr. John Gelinne of Deloitte & Touche, our Independent Auditor. Finally, the company has appointed Victor Latessa, of Broadridge Financial Solutions, as our inspector of elections. Mr. Latessa has taken the [indiscernible] office. There are only 3 items on today's agenda. After all of these items are introduced, you will have the opportunity to vote on the matters through the web portal, if you have not already done so. Mr. McCabe will now address some preliminary matters.

Mr. Chairman, I have an affidavit from Broadridge stating that the proxy materials and the annual report containing the company's 2020 audited financial statements were first mailed or made available to stockholders of record on March 15, 2021. I will file this affidavit and the accompanying materials with the minutes of this meeting. Also available for review is a certified list of the stockholders prepared by Computershare, our Transfer Agent, as of the close of business on March 8, 2021, the record date for those entitled to vote at today's meeting. The list has been prepared and has been kept open for examination by any stockholder for 10 days prior to this meeting as required by law and the company's bylaws. Mr. Chairman, the inspector of elections has reported that as of the record date, the company had outstanding 95,140,313 shares of the company's common stock, each of which entitles the holder thereof to one vote on each matter presented. There are in excess of 91,315,523 shares of common stock of the company represented at this meeting in person or by proxy. This represents over 95% of the outstanding shares entitled to vote at this meeting.

Thank you, Mr. McCabe. While the correct Quorum is present, now I will present the matters to be voted upon. Our first item of business is Proposal 1, the election of 9 directors to serve one year terms expiring into next year's annual meeting of stockholders. Director nominees are: Jan Bertsch, Gary Burbach; Rex Geveden, Jim Jaska, Ken Krieg, Leland Melvin, Bob Nardelli, Barb Niland and John Richardson. Proposal 2 is an advisory vote on the compensation of named executive officers. Proposal 3 is the ratification of the appointment of Deloitte & Touche as company's independent registered public accounting firm for the fiscal year 2021. Ladies and gentlemen, the polls are now open. Any stockholder who has not already voted or wishes to change their vote may do so by clicking on the link of the web portal and following the instructions. Stockholders who have submitted their proxies do not need to take any further action. I'll pause for a moment here so that anyone who has not yet voted may do so. [Voting]

The voting is now closed. Mr. McCabe, please read the preliminary results of the vote on each agenda item as calculated and reported by the inspector of elections.

Mr. Chairman, the inspector of elections has provided the preliminary vote report, which shows that on Proposal #1, each Director nominee has been duly elected. Proposal 2, the advisory vote on named executive officer compensation has been approved. And Proposal 3, the appointment of Deloitte & Touche as our independent registered public accounting firm for 2021 has been approved.

Thank you, Mr. McCabe. There being no other matters to properly come before this meeting, the meeting is now adjourned. We will take any questions related to the meeting submitted via the web portal at this time. There being no questions related to the scope of this meeting, the meeting is hereby adjourned. Thank you, and we appreciate your continued interest and support of the stockholders of BWXT.

That concludes BWXT's annual meeting. Thank you for attending.