COMPASS Pathways plc (CMPS) Earnings Call Transcript & Summary

Hello, everyone. I'm pleased to welcome you to the 2022 Annual General Meeting of COMPASS Pathways plc. I'm George Goldsmith, Chairman and CEO. Additionally, I would like to recognize the directors of the company who are with us today: Robert McQuade, David Norton and Wayne Riley. This meeting is being held at the offices of Goodwin Procter LLP at the New York Times Building, 620 Eighth Avenue, New York, New York 10018 with shareholders able to attend. Please note that this meeting is being recorded. Although it will not constitute attendance, shareholders are able to view and listen in via webcast. The quorum for this meeting is 1 or more qualifying persons present at a meeting, holding or being the proxy of the holders of at least 33 and 1/3% in number of the shares issued and entitled to vote on the business to be transacted at this meeting. As at 19th April 2022, the issued share capital of the company was 42,511,357 ordinary shares. 23,460,763 shares entitled to vote at this Annual General Meeting are represented either in person or by proxy. And therefore, I declare the quorum is present and the meeting open. We will act on the formal business at hand, which is described in our proxy statement. A copy of which was mailed on or about 11th May 2022 to all of our shareholders of record and ADS holders at the close of business on 19th April 2022. All discussion will be limited to the official business at hand. Before proceeding to the business of the meeting, I would like to remind you of the method of voting at this meeting. To more accurately reflect the views of COMPASS shareholders, voting today will be done by way of a poll using the proxy votes received by the company on each of the resolutions put to the meeting in accordance with 65.1A of our Articles of Association. This is appropriate given our shareholder base as it provides all shareholders with the opportunity to participate in the decision-making of our company and have their votes recorded. I propose that we take notice convening the meeting as having been read. Let's proceed to the formal business of the meeting. I will review the resolutions and the voting. Resolutions 1 to 9 are proposed as ordinary resolutions and require a simple majority of the total votes cast by shareholders present in person or by proxy to be passed. As we go through the resolutions individually, I shall indicate the results of the proxy votes collected for each resolution. The poll cards in respect of the proxy votes received were pre-populated and signed prior to the meeting. As there are no other poll cards to be completed, I will now proceed and announce the results of the poll vote in percentage terms only. The first item of the agenda is an ordinary resolution to reelect Thomas Lonngren as a Non-Executive Director of COMPASS. In favor, 84.91%. Against, 15.09%. I declare the resolution carried. Thank you. The second item on the agenda is an ordinary resolution to elect -- reelect Robert McQuade as a Non-Executive Director of COMPASS. In favor, 99.87%. Against, 0.13%. I declare the resolution carried. Thank you. The third item on the agenda is an ordinary resolution to reappoint PricewaterhouseCoopers LLP as U.K. statutory auditors for our company to hold office until the conclusion of the next Annual General Meeting of Shareholders. In favor, 99.92%. Against, 0.08%. I declare the resolution carried. Thank you. The fourth item of ordinary business on the agenda is an ordinary resolution to ratify the appointment of PricewaterhouseCoopers LLP as our company's independent registered public accounting firm for the fiscal year ending 31, December 2022. In favor, 99.92%. Against, 0.08%. I declare the resolution carried. Thank you. The fifth item of ordinary business on the agenda is an ordinary resolution to give the Audit and Risk Committee authority to determine the auditor's remuneration for the fiscal year ending 31, December 2022. In favor, 99.92%. Against, 0.08%. I declare the resolution carried. Thank you. The sixth item of ordinary business on the agenda is an ordinary resolution to receive, consider and adopt our company's 2021 annual report. In favor, 99.91%. Against, 0.09%. I declare the resolution carried. Thank you. The seventh item of ordinary business is an ordinary resolution to receive an approval on an advisory basis the company's statutory directors' remuneration report for the fiscal year ended 31, December 2021. In favor, 99.84%. Against, 0.16%. I declare the resolution carried. Thank you. The eight item of ordinary business is an ordinary resolution to approve on a nonbinding advisory basis the alternative of every 1-year, 2-year or 3 years as the preferred frequency with which our company is to hold an advisory vote on the compensation of our named executive officers and the frequency that receives the highest number of votes will be deemed the preferred frequency. In favor of 1 year, 99.35%. In favor of 2 years, 0.09%. In favor of 3 years, 0.56%. I declare the resolution, in favor of 1 year, carried. Thank you. The ninth item of ordinary business is an ordinary resolution to approve on a nonbinding advisory basis, the compensation of our company's named executive officers for the year ended 31 December 2021. In favor, 99.71%. Against, 0.09%. I declare the resolution carried. Thank you. I can declare that each of the resolutions has been passed by the requisite majority. Full results of the poll, including proxy votes, will be announced to the market by reporting the results on Form 8-K within 4 business days of the meeting and posted on our company's website as soon as practicable. That brings us to the end of the formal business of this meeting. And no questions. As no questions were received from our shareholders, we can declare this Annual General Meeting adjourned. Thank you for taking all the time to join us today. The whole COMPASS team is committed to our mission of accelerating patient access to innovation and mental health and to helping people live happier and healthier lives. We appreciate you being part of this journey with us, and we look forward to seeing you again soon. Thank you.