Douglas Dynamics, Inc. (PLOW) Earnings Call Transcript & Summary

Good morning. My name is Bob McCormick, the President and Chief Executive Officer of Douglas Dynamics. It is my pleasure to welcome you to our 2023 Annual Meeting. We are delighted that you are with us today, either participating in person or via our webcast. I now turn the meeting to Jim Janik, our Chairman, to call the meeting to order.

Good afternoon, and thank you, Bob. I'm Jim Janik, the Chairman of Douglas Dynamics, Inc., and it is my pleasure to welcome you to our 2023 Annual Meeting. We're delighted that you're with us today. At this time, I call this Annual Meeting of the Stockholders of Douglas Dynamics, Inc. to order. Sarah Lauber, our Corporate Secretary, will serve as secretary for the meeting. And I've appointed Jon Sisulak, our Vice President, Controller and Treasurer, as inspector of elections for this meeting. We will first hold the official business portion of the meeting. Following the business meeting, we'll open the floor for questions and answers. Ms. Lauber has advised me that the notice of this meeting was mailed on or about 24 March 2023 to each stockholder of record as of March 3, 2023. The purposes of this meeting are as follows: first, to elect 2 directors to the company's Board to hold office until the 2026 Annual Meeting of Stockholders; secondly, to conduct an advisory vote to approve the compensation of the company's named executive officers as disclosed in the proxy statement; third, to conduct an advisory vote on the frequency of future advisory stockholder votes on the compensation of the company's named executive officers; fourth, to ratify the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for 2023; and lastly, to transact such other business as may properly come before the meeting or any adjournment or postponement thereof. As of the record date for this meeting, a total of 22,886,793 shares of Douglas Dynamics, Inc. common stock were outstanding and eligible to vote. Ms. Lauber has advised me that at least 21.2 million shares are represented in person or by proxy at this meeting, constituting a quorum. Accordingly, I declare this meeting open for business. Before we consider the matters for stockholder action, there are several individuals I'd like to recognize. First, I'd like to introduce the other directors of the company participating today and thank them for their contributions to the company. Robert McCormick is our President and Chief Executive Officer. Kenneth Krueger is the Chairman of the Board of Manitowoc Company. Donald Sturdivant is an operating partner with TruArc LLC. Lisa Bacus is retired Executive Vice President and Global Chief Marketing Officer at Cigna Corporation. Joher Akolawala is Executive Vice President and Chief Financial Officer of Pella Corporation. I'd also like to introduce other members of the company's management team who are present at this meeting. Sarah Lauber is the company's Executive Vice President, Chief Financial Officer and Secretary. Jon Sisulak is the company's Vice President, Controller and Treasurer. Mark Van Genderen is the company's President, Work Truck Attachments. And lastly, I'd like to introduce some guests who are present at this meeting. Joan Phillips is a partner at the accounting firm of Deloitte & Touche LLP, the company's independent registered public accounting firm for the fiscal years 2019 through 2023. Bryan Schultz is a partner in the law firm of Foley & Lardner LLP, corporate counsel to the company. We'll now move to consider the matters for stockholder action at this meeting. If you have not previously submitted a proxy, please go to the registration table at this time to vote your shares. After all stockholders have voted, the polls will be closed. We'll first consider the election of 2 directors. The Board has nominated Joher Akolawala and myself, Jim Janik, to serve as directors for terms to expire at the 2026 Annual Meeting of Stockholders. The nominations are closed since no other nominations have been received in accordance with the company's bylaws. Based on the proxy votes, at least 19.8 million shares voted for the election of Joher Akolawala and Jim Janik as directors, in which each case exceeds the vote required for election. Therefore, Joher and Jim have each been elected as director for a term to expire in 2026 Annual Meeting of the Stockholders. We'll now consider the advisory vote to approve the compensation of the company's named executives as disclosed in the proxy statement. Based on the proxy votes, at least 19.9 million shares voted for the advisory vote to approve the compensation of the company's named officers as disclosed in the proxy statement, which exceeds the vote required for approval. Therefore, the advisory vote to approve the compensation of the company's named executives has been approved. We'll now consider the advisory vote on the frequency of future advisory votes on the compensation of the company's named executives. Based on the proxy votes, at least 19 million shares voted for 1 year in the advisory vote on the frequency of the future advisory votes on the compensation of the company's named executive officers. This exceeds the vote required for approval. Therefore, the stockholders have approved a frequency of 1 year for the advisory vote on the frequency of future advisory votes on the compensation of the company's named executives. We will now consider the ratification of the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for 2023. Based on the proxy votes, at least 21.2 million shares voted for ratification of the appointment of Deloitte & Touche as the company's independent registered public accounting firm for 2023, which exceeds the vote required for approval. Therefore, the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for '23 -- 2023 has been ratified. The final voting will be included in Form 8-K filing that the company will make with the Securities and Exchange Commission in the next several days. Thank you for participating in the business portion of the meeting, which I now declare adjourned. I'd now like to open the floor for question-and-answer session -- questions or answers. Thank you very much. We're now adjourned.