CVR Energy, Inc. (CVI) Earnings Call Transcript & Summary

Good morning, and welcome to the CVR Energy Inc. Annual Meeting of Stockholders. I would now like to turn the call over to David Lamp, President and Chief Executive Officer of CVR Energy. Mr. Lamp, please go ahead, sir.

Good morning, and welcome. We are glad you could join us for our virtual annual meeting of stockholders. This meeting will now come to order. I am Dave Lamp, Director, President and CEO of CVR Energy. Today's virtual meeting is a live audio webcast that enables our stockholders to safely participate in the meeting regardless of their location around the world. Stockholders of record on the record date can submit questions and vote their shares online at any time during this meeting before the polls close. With me today are Tracy Jackson, our Chief Financial Officer; Melissa Buhrig, our General Counsel and Secretary; Doug Johnson, Chief Commercial Officer; and Mark Pytosh, Executive Vice President, and other members of our management team and our Board of Directors. Also with us today are representatives from Grant Thornton LLP, our independent registered public accounting firm. Grant Thornton will be available to answer questions during the Q&A portion of the meeting. For our agenda, we will first present 3 proposals submitted by the Board of Directors for approval following by -- followed by a Q&A session. We will then close the polls and announce the preliminary voting results. If you have not voted, I encourage you to vote online now. Questions can be submitted online on the Event page under the yellow tab, Q&A tab. Thank you again for joining us. And now, I'll turn the meeting over to Melissa.

Thank you, Dave. We're conducting this meeting in accordance with CVR Energy's bylaws. As Dave mentioned, we've allocated time in the agenda for Q&A. Some of our comments and responses to your questions may include forward-looking statements that are based on certain assumptions and are subject to a number of risks and uncertainties. The risks, uncertainties and assumptions that could affect these forward-looking statements are described in our filings with the SEC. CVR Energy's agent, Broadridge, has certified that notice of this mailing was provided beginning April 23, 2021, to all stockholders of record as of the close of business on April 9, 2021, the record date for this meeting. Copies of those certifications are in my possession. I therefore declare that legal notice of the meeting has been duly given. I present a list of stockholders of record at the close of business on April 9, 2021, the record date, which has been certified by American Stock Transfer & Trust Company, our transfer agent, and which is available online by clicking the RSL link at the bottom right corner of the meeting page. This list has been open for the examination of stockholders at our offices in Sugar Land, Texas for the last 10 days prior to this meeting and may be inspected during the meeting by any stockholder logged into the meeting. AST indicates there were 100,530,599 shares of CVR Energy common stock issued as of the record date, each of which is entitled to 1 vote at this meeting. The Board of Directors has appointed [ James Degon ] to act as Inspector of Election at this meeting. The inspector of election has informed us that a majority of outstanding shares of common stock of the company are present in person or by proxy at this meeting. Accordingly, a quorum is present. If you've already sent in a proxy and do not wish to change your vote, you do not have to fill out another proxy online. If there is a stockholder of record or proxy holder who has not voted by proxy or who has voted but wishes to change his or her vote, please enter your vote on the electronic ballot available online at this time or any time during the meeting prior to the polls closing. You must submit your electronic ballot in order for your votes to be counted. The inspector of election will not accept votes submitted after closing of the polls. Please note that any votes submitted today by electronic ballot will be subject to final verification by the inspector of election. I now turn to Dave to introduce the proposals.

The first proposal is the election of 8 directors, each to serve until our 2022 Annual Meeting of Stockholders or until such director successors have been qualified and elected. The second proposal is the approval of -- by nonbinding advisory vote on the company's named executive officer compensation referred to as say-on-pay. The third proposal is the ratification of the appointment by the Board -- Audit Committee for Grant Thornton to serve as the independent registered public accounting firm for the company for the 2021 fiscal year. The Board recommends that stockholders vote for each of these proposal. [Voting]

We will now move to the Q&A portion of the agenda, which will be moderated by our CFO, Tracy Jackson.