Eagle Materials Inc. (EXP) Earnings Call Transcript & Summary

Good morning. I want to welcome all of our friends who have joined us today. I'm Mike Nicolais, Chairman of the Board of Eagle Materials, Inc., and it is my pleasure to serve as Chairman of this meeting. In light of the continuing health impact of the COVID-19 pandemic and to prioritize the health and the well-being of our stockholders, employees and their families, we're holding this year's meeting in a virtual-only format via webcast. We publicly announced this change of location 3 weeks ago, and the rules of conduct for this meeting have been available electronically since that time. I'd like to call to order the 2020 Annual Meeting of Stockholders of Eagle Materials Inc. Before proceeding with the official business of the meeting, I would like to introduce the company's other directors in attendance at this meeting: Bill Barnett, retired Director from the Dallas Office, McKinsey & Company; Rick Beckwitt, CEO of Lennar Corporation; Ed Bowman, former CEO, President and Director of Source Corp.; Margot Carter, Lead Independent Director of Installed Building Products; George Damiris, retired CEO and President of HollyFrontier Corporation; Marty Ellen, former Chief Financial Officer of Dr Pepper Snapple Group; Michael Haack, President and CEO of Eagle Materials; Dave Powers, retired CEO of Eagle Materials; Mary Ricciardello, Director, Devon Energy Corporation; and Rick Stewart, former CEO, GE Aero Energy. Also in attendance is Jim Graass, Executive Vice President, General Counsel and Secretary of the company, who will act as Secretary of this meeting. Paul Ramiro, who's a Broadridge Investor Communication Solutions, has been appointed the inspector of elections for this meeting. The previous annual meeting of stockholders of the company was held on August 6, 2019. The minutes of that meeting have been posted as additional materials on your dashboard for this meeting. Now we can proceed to the business of the meeting. Would the Secretary place report on the mailing of the proxy materials and whether there is a quorum present for conducting business at the meeting.

Mr. Chairman, the record date for this meeting is June 8, 2020. I would like to report that Broadridge has certified that each stockholder as of the record date has been mailed a copy of the meeting notice, proxy statement, proxy card and our fiscal 2020 Annual Report to stockholders. Broadridge has also certified that a majority of the voting power of our shares is present or represented at this meeting. Accordingly, a quorum of the stockholders of the company is present for each of the matters under consideration.

The proxy statement for the meeting describes the 3 proposals to be considered at today's meeting. Briefly, these are: the election of Margot Carter, myself, Mary Ricciardello and Rick Stewart as Class 2 directors of Eagle Materials Inc. for a 3-year term. Proposal 2, approval of an advisory resolution regarding the compensation of the company's named executives. And finally, approval of the expected appointment of Ernst & Young as the company's independent auditors for the current fiscal year. The polls are now open for the stockholders to vote their shares on the 3 proposals by clicking on the voting button on the web portal. Stockholders who have sent in proxies or voted by telephone or internet and do not want to change their vote do not need to take any further action. [Voting]

While the votes are being counted, I will note that no stockholder questions were submitted in advance of today's meeting. I would like to say, however, that we always invite our shareholders to communicate either during our monthly, quarterly calls or at any time, should they have questions about the company. Now that everyone has had the opportunity to vote. I hereby declare the polls officially closed for each matter voted upon at this meeting. Will the inspector of elections please report the results of the ballot.

Mr. Chairman, we have counted the ballots and certified that the 4 individuals named in the company's 2020 proxy statement and nominated for election of Director of the company have received the required affirmative vote set forth in the company's proxy statement. Proposal 2 received the required affirmative vote set forth in the company's proxy statement. Proposal 3 received the required affirmative vote set forth in the company's proxy statement.

Thank you. On the basis of the report of the inspector of elections, I declare that the forum to be nominated to serve as directors of the company, Margot Carter, myself, Mary Ricciardello and Rick Stewart have been elected; proposal 2 has been approved; and proposal 3 has been approved. Thank you for attendance at this year's annual stockholder meeting. There being no other business, I declare the meeting adjourned.

This now concludes the meeting. Thank you for joining, and have a pleasant day.