Commercial Vehicle Group, Inc. (CVGI) Earnings Call Transcript & Summary

Welcome to the Commercial Vehicle Group 2020 Annual Meeting of Stockholders. Today's meeting will be hosted by Mr. Robert Griffin, the Chairman of the Board of Directors of Commercial Vehicle Group. Mr. Griffin, I'll now turn the call over to you at this time.

Thank you very much. Good afternoon, and welcome to the 2020 Annual Stockholders Meeting of Commercial Vehicle Group, Inc. I am the Chairman of the Board of Directors of Commercial Vehicle Group. Thank you for joining us today. We're excited to be hosting our virtual meeting, which allows us to be more inclusive and reach a greater number of our stockholders. We have stockholders attending via the web portal. As is our custom, we will focus on the business portion of our stockholder meeting. To the extent you have questions that do not relate to the stockholder meeting, please reach out to the investor relations group with such questions. In keeping with the digital approach to this year's meeting, it is now shortly after 3:00 p.m. Eastern Daylight time on June 15, and this meeting is officially called to order. And now I would like to introduce the other members of the Board at today's meeting. Harold Bevis has served as one of our Directors since June 2014, and he is currently President and Chief Executive Officer of Commercial Vehicle Group. Roger Fix has served as one of our Directors since June 2014, and he is Chair of our Compensation Committee Wayne Rancourt has served as one of our Directors since July 2016, and he's Chair of our Audit Committee. James Ray, our newest Director, has served as one of our Directors since March 2020. Welcome him to his first annual meeting, and I'd like to thank him for going on the company's Board. Janice Stipp has served as one of our Directors since February 2019, and she is Chair of the Nominating, Governance and Sustainability Committee. And I have served as a Director since July 2005. And now it's my pleasure to introduce Commercial Vehicle Group's General Counsel, Compliance Officer and Secretary; Mr. Aneezal Mohamed. Mr. Mohamed will act as secretary of the meeting, and I will turn to him with any procedural issues that may arise. We are also joined here today by KPMG LLP, our independent auditors. They will be available during the question-and-answer session to respond to appropriate questions. And finally, the company has appointed Broadridge Financial Services to act as Inspector of election. Mr. Peter Sablich from Broadridge is with us today and has taken the oath of Inspector of election earlier today. During the formal meeting, we will provide time for questions on matters in the agenda. [Operator Instructions] Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use any audio recording device. The Board of Directors fixed April 29, 2020, as the record date for determining stockholders entitled to vote at this meeting. An Affidavit has been delivered attesting to the fact that either: one, a notice of Internet availability of the notice of the meeting, the proxy statement and the 2019 annual report to stockholders; or two, the documents themselves were mailed on or about May 15, 2020, to all stockholders as of the record date and will be incorporated into the minutes of this meeting. The stockholder list shows that as of the record date, there were 31,975,717 shares of common stock outstanding and entitled to vote at this meeting. We are informed by the Inspector of election that there are represented, in person or by proxy, shares and common stock representing 23,176,808 votes or approximately 72.48% of the voting power on the record date. Since this represents more than a majority of the voting power of all issued and outstanding stock entitled to vote on the record date, a quorum is present for purposes of transacting business. Now I will present the matters to be voted upon. Please note that we will give stockholders an opportunity to ask questions relating to the proposals themselves after all proposals have been presented. Proposal 1 is the election of 6 directors. The current Board has nominated: Harold C. Bevis, Roger L. Fix, Robert C. Griffin, Wayne M. Rancourt, James R. Ray, and Janice E. Stipp for election as Directors to hold office until the 2021 Annual Meeting of Stockholders or until their successors are duly elected and qualified. Proposal 2 is the approval of the commercial Vehicle Group, Inc. 2020 executive -- excuse me, equity incentive plan. The 2020 equity incentive plan. Proposal 3 is the approval of a nonbinding advisory vote on the following resolution. Resolved that the compensation paid to the company's named executive officers as disclosed, pursuant to Item 402 of Regulation S-K, including the compensation discussion and analysis, compensation tables and narrative discussion is hereby approved. And proposal 4 is the ratification of the appointment of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending on December 31, 2020. If any stockholder would like to ask questions regarding any of the proposals, please submit your questions through the web portal. It is now 3:05 p.m. Eastern Time on July (sic) [ June ] 15, 2020. And the polls are now open. Any stockholder who hasn't yet voted or wishes to change their vote, may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or internet and do not want to change their votes, do not need to take any further action. [Voting]

Now that everyone has had the opportunity to vote. I now declare the polls for the 2020 Commercial Vehicle Group, Inc. Annual Stockholder Meeting closed at 3:06 p.m. Eastern Time on June 15, 2020. We have been informed by the inspector of election that the preliminary vote report shows that the nominees for election to the Board have been duly elected; that the Commercial Vehicle Group, Inc. 2020 equity incentive plan has been approved; that the nonbinding advisory resolution approving the compensation of the named executive Officers has been approved; and the appointment of KPMG LLP as the company's independent registered public accounting firm has been duly ratified. We will be reporting the final vote results in a Form 8-K to be filed within 4 business days. There being no further business to come before the meeting, the 2020 Annual Meeting of Stockholders of Commercial Vehicle Group, Inc. is now adjourned. I want to take this opportunity to thank you for attending our Annual Meeting of Stockholders, and I want to wish you all a great day.

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