Commvault Systems, Inc. (CVLT) Earnings Call Transcript & Summary

August 29, 2023

NASDAQ US Information Technology Software shareholder_meeting 4 min

Earnings Call Speaker Segments

Operator

operator
#1

Thank you for standing by, and welcome to the Commvault Systems 2023 Annual Shareholders Meeting. [Operator Instructions] I would like to hand the conference over to your speaker today, Mike Melnyk, Head of Investor Relations. Please go ahead, sir.

Michael Melnyk

executive
#2

Thank you, Michelle. Good morning, ladies and gentlemen. I want to welcome all of you to Commvault's Annual Meeting of Stockholders. I'm Mike Melnyk, Head of Investor Relations, and I'll be presiding over and serving as secretary for the meeting. With us today are [ Adela Foresight ] from Computershare, who's been appointed to act as the election inspector; and Moreen Beshara from E&Y. I would also like to welcome members of the company's management team and Board of Directors who are present at this meeting. Please note that the Corporate Secretary has delivered an affidavit of mailing, established that notice of this meeting was duly given. All stockholders of record at the close of business on June 30, 2023, the record date are entitled to vote at this annual meeting. As of the record date, there were approximately 43.9 million shares of stock entitled to vote at this meeting. We informed by Computershare that they are all represented in person or by proxy, at least 41.2 million shares of common stock or approximately 93.6% of all the shares entitled to vote at this meeting. As this constitutes a majority, the meeting is duly convened for purposes of transacting such business as may properly come before it. The matters to be voted on at today's meeting are: The first proposal is to elect 9 nominees as directors to serve 1-year terms. The nominees for election are: Sanjay Mirchandani, Nicholas Adamo, Martha Bejar, Keith Geeslin, Vivie 'YY' Lee, Charles Moran, Allison Pickens, Shane Sanders and Arlen Shenkman. The second proposal is to vote to amend Commvault's amended and restated Certificate of Incorporation to include officer exculpation. The third proposal is to approve on an advisory basis Commvault executive compensation. The fourth proposal is to vote on an advisory basis on the frequency of future advisory votes on Commvault's executive compensation. The fifth proposal is to ratify the appointment of Ernst & Young LLP as the company's independent auditors for fiscal year 2024. The final proposal is to approve additional shares to be available for grant under Commvault's 2016 Omnibus Incentive Plan. The Board of Directors recommended that stockholders vote for proposals 1 to 3 and 5 to 6 and vote for 1 year for proposal 4. If any stockholder would like to make a comment regarding any of the proposals, please do so at this time as the polls will close momentarily. If you previously voted by proxy, you do not need to vote today unless you wish to change your vote. If you have not yet voted, you may do so at this time by completing the ballot available on our website and emailing it to us at [email protected]. I'll now pause for any voting, questions. [Voting]

Michael Melnyk

executive
#3

I'm not seeing any questions in the queue. Now that everyone has an opportunity to vote, I hereby declare the polls closed. We've been informed by the election inspector that the preliminary results have been counted. And with over 93% of stockholders voting, all proposals have been approved. Final results will be publicly available once the votes have been certified by the election inspector. Thank you for attending today's meeting. It is now adjourned. I'll turn the call over back to Michelle.

Operator

operator
#4

Ladies and gentlemen, that concludes today's meeting. Thank you for participating. You may now disconnect, and everyone, have a great day.

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