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

Good morning, everyone, and welcome to the Douglas Dynamics 2024 Annual Meeting. [Operator Instructions] Please also note today's event is being recorded. At this time, I'd like to turn the floor over to Bob McCormick, President and CEO. Please go ahead.

Thank you. Good morning. I am Bob McCormick, President and Chief Executive Officer of Douglas Dynamics. It is my pleasure to welcome you to our 2024 Annual Meeting. We are delighted that you are here today, either participating in person or via our webcast. I will now turn the meeting to Jim Janik, our Chairman, to call the meeting to order. Jim?

Good afternoon, and thank you, Bob. I am Jim Janik, the Chairman of Douglas Dynamics, and it's my pleasure to welcome you to our 2024 Annual Meeting. We are delighted that you're with us today. And at this time, I call this annual meeting of the stockholders of Douglas Dynamics to order. Sarah Lauber, our Corporate Secretary, will serve as Secretary for the meeting. I've also 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. And then 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 March 22, 2024, to each stockholder of record as of March 1, 2024. The purposes of this meeting are as follows: One, to elect 2 directors to the company's Board to hold office until the 2027 Annual Meeting of Stockholders; two, to conduct an advisory vote to approve the compensation of the company's named executive officers as disclosed in the proxy statement; three, to approve the company's 2024 stock incentive plan; four, to ratify the appointment of Deloitte & Touche as the company's independent registered public accounting firm for 2024; and five, to transact such other businesses may properly come before the meeting or any adjournment or postponement thereof. As of the meeting date -- as of the record date for this meeting, a total of 22,983,965 shares of Douglas Dynamics 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 would like to recognize. First, I'd like to introduce the other directors of the company participating today and thank them for their contributions they make to the company. Robert McCormick is our President and Chief Executive Officer; Kenneth Krueger is Chairman of the Board of Manitowoc Company; Donald Sturdivant is an operating partner at TrueArc LLC; Lisa Bacus is the retired Executive Vice President and Global Chief Marketing Officer at Cigna Corporation. Margaret Dano is the retired Chairman of the Board of Superior Industries International, and Joher Akolawala is Executive Vice President and Chief Financial Officer of Pella Corporation. I would also like to introduce other members of the company's management team who are present at the 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; and Mark Van Genderen is the company's President Work Truck Attachments. And finally, Linda Evans is the company's Chief Human Resource Officer. Lastly, I'd like to introduce some guests who are present at the meeting. Robert Perry is a partner of the accounting firm of Deloitte & Touche, the company's independent registered public accounting firm for fiscal years 2019 through 2024, and Bryan Schultz is the partner in the law firm of Foley & Lardner Corporate Counsel to the company. We will now move to consider the matters for stockholder action at this meeting. If you've 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 will first consider the election of 2 directors. The Board has nominated Kenneth Krueger and Lisa Bacus to serve as directors for terms to expire at the 2027 Annual Meeting of Stockholders. The nominations are closed since no other nominations have been received in accordance with the company's bylaws. And based on the proxy votes, at least 17.7 million shares voted for the election of Ken Krueger and Lisa Bacus as directors, which in each case exceeds the votes required for election. Therefore, Ken Krueger and Lisa Bacus, have been elected as Director for a term to expire at the 2027 Annual Meeting of Stockholders. We will now consider the advisory vote to approve the compensation of the company's named executive officers as disclosed in the proxy statement. Based on the proxy vote, at least 19.1 million shares voted for the advisory vote to approve the compensation of the company's named executive 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 executive officers has been approved. We'll now consider the approval of the company's 2024 stock incentive plan. Based on the proxy votes, at least 19 million shares voted for the approval of the company's 2024 stock incentive plan. Therefore, the stockholders have approved the company's 2024 stock incentive plan. We will now consider the ratification of the appointment of Deloitte & Touche as the company's independent registered public accounting firm for 2024. Based on the proxy votes, at least 21.2 million shares voted for the ratification of the appointment of Deloitte & Touche as the company's independent registered public accounting firm for 2024. This exceeds the vote required for approval. Therefore, the appointment of Deloitte & Touche as the company's independent registered public accounting firm for 2024 has been ratified. The final voting results will be included in Form 8-K filings that the company will make in the Securities and Exchange Commission in the next several days. Thank you for participating in the business portion of the meeting, which I'll now declare adjourned. And I'd open the floor for any questions and answers. Any questions? Thank you. We're adjourned.

And ladies and gentlemen, that does conclude today's presentation. We thank you for joining. You may now disconnect your lines.