Donaldson Company, Inc. (DCI) Earnings Call Transcript & Summary

Welcome to Donaldson Company's 2021 Annual Meeting of Stockholders. We will now turn the meeting over to Sarika Dhadwal, Donaldson's Director of Investor Relations.

Good afternoon, everyone. Thank you all for participating in today's 2021 Annual Meeting of Stockholders. Before we move to the business at hand, there are a few housekeeping items that I will address. The first relates to voting. If you have not yet voted and wish to vote or if you wish to revoke a previously submitted proxy, you may do so at any time by clicking the Vote Here button on your screen. To vote your shares, you will need the control number provided on your proxy card or notice of Internet availability. The second housekeeping item relates to the Q&A session. We have reserved time at the end of the meeting to address any questions related to today's agenda. By logging in with your control number, you will be able to submit a question online. Should you have general business questions about Donaldson, please contact our Investor Relations department at [email protected]. I will now turn the meeting over to Tod Carpenter, Donaldson's Chairman, President and CEO.

Thank you, Sarika. Good afternoon, and welcome to Donaldson's 2021 Annual Meeting of Stockholders. On behalf of our directors, officers and employees, we want to thank all of you, our valued stockholders for participating in today's meeting. We are also joined today by our Board of Directors, so I'd like to take a moment to recognize each of them. On our Board, we have Andy Cecere, Chairman, President and CEO of U.S. Bancorp; Pilar Cruz, Chief Sustainability Officer of Cargill, Mike Hoffman, retired Chairman and CEO of Toro Company; Doug Milroy, former Chairman and CEO of G&K Services; Will Oberton, retired Chairman of Fastenal and our Lead Independent Director; Jim Owens, President and CEO of H.B. Fuller; Ajita Rajendra, retired Chairman and CEO of A.O. Smith; Trudy Rautio, retired President and CEO of Carlson; and John Wiehoff, retired Chairman and CEO of C.H. Robinson. I want to thank our directors for their participation today. At this time, I call the formal business of Donaldson's 2021 Annual Stockholders Meeting to order. This will be covered by Amy Becker, Vice President, General Counsel and Corporate Secretary. Amy?

Thank you, Tod. Today's meeting is held pursuant to the printed notice first mailed on October 6 to each stockholder of record on September 20 that is entitled to vote. All documents concerning the call and notice of the meeting will be filed with the records of today's meeting. In attendance today, we have Chris Mueller from PricewaterhouseCoopers, our independent registered public accounting firm; and Christine Sundberg, our independent inspector of elections. Christine has subscribed her oath and has submitted her report as follows. The count of shares present immediately prior to the commencement of today's meeting indicated that 111,346,248 shares of Donaldson's voting capital stock were present in person or by proxy. This count represents approximately 90% of the outstanding voting stock of the company, which constitutes a quorum. There are 3 items of business to cover today, all of which were presented in the proxy statement. First is the election of our directors. This year's nominees are Christopher Hilger, James Owens and Trudy Rautio. Please note that no stockholders submitted additional director nominations in conjunction with today's meeting. The Board of Directors recommends a vote for the election of each director nominee. The next item of business is the annual advisory vote on the compensation of our named executive officers. This is also referred to as say on pay. The Board of Directors recommends a vote for the compensation of our named executive officers described in the proxy statement. The final item of business is ratifying the appointment of our independent registered public accounting firm for the fiscal year ending July 31, 2022. The Board of Directors recommends a vote for the ratification of the appointment of PricewaterhouseCoopers. We will now move to the voting of the shares. As Sarika mentioned, earlier today, you will use the Vote Here button to submit your vote for the items I've just covered. I'll pause momentarily to allow our stockholders the opportunity to vote. [Voting]

Thank you for voting your shares. The polls are now officially closed. The Inspector of Elections has filed certifications of the preliminary results of the tabulation represented by valid proxies on file and tabulated today. The final results of the meeting will be reported in a Form 8-K filed within the next 4 business days. I am pleased to report that the director nominees, Christopher Hilger, James Owens and Trudy Rautio have been approved by a majority of the votes cast. Additionally, the majority of votes cast approved our say on pay practices and the ratification of PricewaterhouseCoopers. Tod, this concludes my remarks.

Thank you, Amy. This concludes the formal business of our 2021 Annual Stockholders Meeting. The formal meeting is now adjourned, and there have been no questions submitted related to the formal business of today's meeting. Before closing the meeting, I want to thank our stockholders for their continued support of our company. I also want to thank my fellow Board members for their support and leadership. Finally, I want to recognize our Donaldson global team. They consistently performed at a high level and the level of resilience and commitment our employees have demonstrated during the pandemic has been truly impressive. To my colleagues around the world, thank you for all you have done and the efforts you continue to put forth. Through your efforts, I am confident that we can deliver on our stated purpose of advancing filtration for a cleaner world. Thank you for your interest and participation in today's meeting. Goodbye.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.