Dave & Buster's Entertainment, Inc. (PLAY) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Dave & Buster's Entertainment, Inc. Please note, today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn the meeting over to Mr. Kevin Sheehan, Chair of the Board of the company, Mr. Sheehan, the floor is yours.

Thank you. Good morning, ladies and gentlemen. Today's virtual-only meeting is a live audio webcast. Will the meeting please come to order. I want to welcome all of you to the Annual Meeting of Shareholders of Dave & Buster's Entertainment, Inc. I am Kevin Sheehan, Chair of the Board of Directors of Dave & Buster's, and I will be presiding at this meeting. Also present at this meeting today are the following other independent members of the Board of Directors: James Chambers, Hamish Dodds, Michael Griffith, Gail Mandel, Atish Shah, Jennifer Storms and Chris Morris, who is also as a member of the Board of Directors and in addition to Chief Executive Officer of the company. In addition, the following other executive officers of the company are present, Antonio Bautista, our Chief International Development Officer; Steve Klohn, our Chief Information Officer; Les Lehner, Chief Procurement Officer and Head of Main Event Development; John Mulleady, Chief Development Officer; Mike Quartieri, Chief Financial Officer; Tony Wehner, Chief Operating Officer; and Ashley Zickefoose, Chief Marketing Officer. Mr. Bryan McCrory, the company's General Counsel, will act as the secretary of the meeting. A representative of Computershare, our transfer agent, has been appointed to act as Inspector of Elections. Rachel Storey and Jamie Brickman representatives of KPMG, the company's independent registered public accounting firm are also present. During the question-and-answer period at the end of the meeting, they will also be available to answer questions concerning the company's financial statements. I've asked Chris Morris to review for you the instructions on the rules of conduct and procedures for today's meeting.

Thank you, Kevin. If you are a shareholder, you should have registered as a shareholder on the website prior to the meeting -- prior to participate in the meeting. If you registered as a guest, you will only be able to listen. If there are any of you who have not registered as a shareholder desire to do so at this time, please go back and follow the steps to register. The agenda for the meeting is provided by clicking on the link on the left side of the web page. The rules of conduct for the annual meeting are also available by clicking on the link on the left side of the web page. To conduct an orderly meeting, we ask that participants abide by these rules. Finally, if you need a copy of the annual report or proxy statement, the links are also provided on the left side of the web page. As stated in the rules of conduct, shareholders will have the opportunity to ask questions at the appropriate time. Since the meeting is virtual, the process for addressing questions from shareholders is a bit different than for an in-person meeting. [Operator Instructions] We will be reviewing all questions as they are raised. If your question regards a business item on the agenda that is before us and it is appropriate to be recognized and addressed, then pursuant to our meeting rules, we will read the question and answer it at the appropriate time. All dialogue will be conducted through the question-and-answer format for the meeting. As stated in the rules of conduct, we ask that you restrict your remarks to the business items on the agenda that are before us. Thank you for your cooperation with these rules.

Mr. Secretary, has proper notice and mailing of the meeting been given?

Yes. I have delivered an affidavit of mailing establishing that the notice of this meeting was duly given. A copy of the notice of meeting and the affidavit of mailing will be incorporated into the minutes of this meeting. All shareholders of record at the close of business on April 21, 2023, are entitled to vote at the annual meeting.

The Secretary of the meeting has advised me that there are sufficient shares represented at the meeting, either in person or by proxy, to constitute a quorum for the purpose of transacting business. Accordingly, this meeting is duly convened for the purpose of transacting such business as that may properly come before it. The next order of business is the description of the matters to be voted on at today's meeting. Mr. Morris will review them for us.

The first proposal before the shareholders of the company is the election of 8 directors to serve until the Annual Meeting of Shareholders in 2023 or their successors are duly elected and qualified. The Board of Directors and management of the company recommend the election of the following persons as directors of the company: James Chambers, Hamish Dodds, Michael Griffith, Gail Mandel, Chris Morris, Atish Shah, Kevin Sheehan and Jennifer Storms. Proposal 2: Ratification of appointment of independent registered public account firm. The second proposal before the shareholders of the company is the ratification of the appointment of KPMG LLP, as the company's independent registered public accounting firm for the 2023 fiscal year. The appointment of KPMG LLP was recommended to the Board of Directors by the company's Audit Committee. The third proposal before the shareholders of the company is an advisory vote on executive compensation. The shareholders are asked to approve the compensation awarded to the company's named executive officers as disclosed in the proxy statement distributed to you, including the compensation discussion and analysis, compensation table and narrative discussion. Please note that this resolution is nonbinding on the Board of Directors but will be reviewed by the Board of Directors as part of their continued evaluation of the company's compensation program.

We will now review any questions that have been submitted that are related to the business on the agenda for today's meeting. Please allow us a few minutes to review and respond to each question. Any question that is not related to today's agenda item will be reserved for the post-meeting Q&A.

Mr. Chair, there are no questions to be addressed at this time.

The polls are now open. If you have not voted or wish to change your vote, you may do so now by clicking on the link provided online. If you previously voted by proxy and do not wish to change your vote, you do not need to take any further action. We will pause briefly for any final votes to be tabulated. [Voting]

The online voting will now be closed. The next item on the agenda is the preliminary report of the inspector. Any ballots collected before the polls closed but are not reflected in the preliminary report will be reflected in the final report of inspectors. I call upon the Secretary to present the preliminary report of the inspectors.

Mr. Chair, we've been informed by the inspector of election that the ballots have been counted and that each of the 8 directors nominated by the Board for election received in excess of the majority of the votes cast for election of directors. The inspector also determined that in excess of the majority of shares present in person or represented by proxy and entitled to vote have been cast in favor of the ratification of appointment of KPMG as the company's independent registered public accounting firm for fiscal 2023. The inspector has also determined that an excess of a majority of shares present in person or represented by proxy have been voted for the approval of the company's executive compensation program.

Thank you, Mr. McCrory. Based on the preliminary report of the Inspector of Elections, I declare that each of the 8 nominees for Director has been elected, that the appointment of KPMG LLP as independent registered public accounting firm for fiscal 2023 has been ratified and that the executive compensation program, as described in the proxy statement has been approved. Thank you for attending today's meeting. The official part of the meeting is adjourned.

This concludes the meeting. You may now disconnect. Everyone, have a great day.