CVD Equipment Corporation (CVV) Earnings Call Transcript & Summary

Good morning. and welcome to the CVD Equipment Corporation Annual Meeting of Shareholders. My name is Lawrence Waldman, and I am the Chairman of the Board of Directors. It is now my pleasure to introduce Emmanuel Lakios, our President and Chief Executive Officer.

Good morning, and thank you, Larry, for the introduction. I'm Emmanuel Lakios, President, Chief Executive Officer of CVD Equipment Corporation. Before this shareholder meeting begins, I would want to extend a warm welcome to you and express the thanks of the management team for your virtual attendance today. Richard Catalano, Executive Vice President, Chief Financial Officer, Treasurer and Secretary of the company, will act as Secretary of the meeting and will now present proof of the due calling of this meeting.

I present the following: a copy of the printed notice of meeting dated June 27, 2025, stating the time, place and purpose there hereof. I suggest that unless specifically requested, we dispense with the reading of the notice. Please see the website, which contains a copy of the printed notice of meeting, a complete list of holders of record of common stock of the company as of the close of business on June 16, 2025, and the record date fixed by the Board of Directors for shareholders entitled to notice of and to vote at the meeting. This list, which will be kept open to the Inspector of shareholders throughout the course of the meeting shows that at the close of business on June 16, 2025, there were 6,881,838 shares of common stock issued and outstanding and an affidavit from Robert Zubrycki of Continental Stock Transfer and Trust Company showing that on June 27, 2025, he caused to be mailed to each shareholder of record a copy of the notice of Internet availability of proxy materials.

The secretary is directed to incorporate a copy of the notice of Internet availability of proxy materials, together with the affidavit of mailing of such notice in the minute book of the company as part of the minutes of this meeting. At this time, I would like to introduce the other company's directors, Andrew Africk, Robert M. Brill, Ashraf Lotfi and Debra Wasser. I have appointed Margaret Lloyd of Continental Stock Transfer & Trust Company as the Inspector of Elections. The Secretary will please annex the inspector's affirmation of the minutes of this meeting. The inspector has entered upon her duties and has informed me that the holders of record of a majority of outstanding shares of common stock representing a quorum are present at the opening of this meeting. The notice of meeting sets forth three proposals for the shareholders to vote upon, each of you who are shareholders of record as of June 16, 2025, have received a proxy. If anyone has not previously voted, you may vote online until the polling has been closed. The virtual polls have been opened since the beginning of the meeting. Any shareholder who has not yet voted or wants to change their vote, may do so by clicking on the voting button of the web portal and following the instructions. Shareholders who have not sent in the proxy or have already voted via the Internet and do not want to change their vote, do not need to take any further action. We will discuss each proposal that is due to be voted on. We will also advise you of the preliminary vote tabulation before the meeting adjourns. After the ballots have been counted following the close of the voting pools, we will file a current report on Form 8-K disclosing the final vote tabulations. The first item of business before the meeting is the election of 6 directors who shall serve until the next meeting of shareholders in 2026 when their successors are duly elected and qualified. Mr. Waldman will present the nomination of directors to the shareholders.

I nominate as directors, Lawrence J. Waldman, Emmanuel Lakios, Andrew Africk, Robert M. Brill, Ashraf Lotfi and Debra Wasser.

Will anyone second the nomination?

I second the nominations.

Will each of the shareholders kindly mark his or her ballot under item number #1. The next item of business to come before the meeting is the ratification of the appointment of CBIZ CPAs P.C. as the company's independent registered public accounting firm for the fiscal year ending December 31, 2025. Will anyone move that the appointment of CBIZ CPAs P.C. be ratified, confirmed and approved?

I move that the appointment of is, CBIZ CPAs P.C. be ratified, confirmed and approved.

Will anyone second the motion?

I second the motion.

Will each of the shareholders kindly mark his or her ballot under item #2. The next item of business before the meeting is an advisory vote to approve the compensation of the company's named executive officers. This proposal is a nonbinding advisory vote. The company's executive compensation is discussed in the proxy statement that was sent to you in connection with this meeting. A motion to vote on the compensation of the company's named executive officers as described in the proxy statement is now in order. Will anyone move that the compensation of the company's named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure of the SEC to be approved?

I move that the compensation of the company's named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure rules of the SEC be approved.

Will anyone second the motion?

I second the motion.

Will each of the shareholders kindly mark his or her ballot under Item #3. Now that everyone has had the opportunity to vote, I declare that the polls are hereby closed at this time, I ask the Secretary to give us the preliminary results of the balloting.

I will now present the report on voting for the formal proposals based on preliminary examination provided by our inspector of elections. Based on that preliminary report for proposal #1, each of the 6 nominees named in the proxy statement has been duly elected as a director. For proposal #2, the appointment of CBIZ CPAs P.C. as our independent auditor for 2025 has been ratified. For Proposal #3, the nonbinding advisory resolution supporting the compensation of the company's named executive officers has been approved.

This completes all the formal business to come before the meeting as set forth in the notice of meeting. Are there any other motions to come before the meeting? If there are no further business before the meeting, I will entertain a motion to adjourn the meeting.

I move to the meeting be adjourned.

Is there a second to the motion?

I second the motion.

All those in favor say aye [Voting]

All those opposed say no. This meeting is hereby declared adjourned.