Entravision Communications Corporation (EVC) Earnings Call Transcript & Summary

May 30, 2024

New York Stock Exchange US Communication Services Media shareholder_meeting 10 min

Earnings Call Speaker Segments

Operator

operator
#1

Hello, and welcome to the Annual Meeting of Shareholders of Entravision Communications Corporation. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Michael Christenson, Chief Executive Officer of Entravision Communications Corporation. Michael, the floor is yours.

Michael Christenson

executive
#2

Thank you. Good morning, ladies and gentlemen. The 2024 Annual Meeting of the Shareholders of Entravision Communications Corporation is now called to order. Again, I am Michael Christenson, Chief Executive Officer of Entravision Communications Corporation. We want to welcome you and thank you for your attendance at this meeting. This year's Annual Meeting of Shareholders is a virtual meeting only. I would like to begin by introducing the other directors present at this meeting: Paul Zevnik, Gilbert Vasquez, Martha Elena Diaz, Fehmi Zeko, Tom Strickler, Brad Bender and Lara Sweet. I would like to introduce the other executive officers of the company present at the meeting: Mark Boelke, Chief Financial Officer and Treasurer; and Jeff DeMartino, General Counsel and Secretary. Also attending virtually is Nicole Hunt, representing Computershare Investor Services, our transfer agent and registrar for the last fiscal year. Ms. Hunt has also been appointed inspector of elections to examine and tabulate proxies and ballots at this meeting. I will now ask the secretary to confirm that we have obtained a quorum and that we may proceed with the business of the meeting.

Jeff DeMartino

executive
#3

Notice of this meeting was given to all shareholders of record at the close of business on April 17, 2024, by U.S. mail on or about May 2, 2024. I have, for inclusion in the record of this meeting, a mailing affidavit to that effect. The preliminary report of the inspector of elections is that more than 89% of the voting interest of shares outstanding and entitled to vote are present, in person or by proxy, at this meeting, constituting a quorum. A quorum being present, this meeting is open to proceed with its business.

Michael Christenson

executive
#4

Thank you. We will now conduct the business of the annual meeting and the proposals to be voted upon by the shareholders. We will proceed with the following order of business. The matters to be acted upon by the shareholders at the meeting will be discussed, moved and seconded, with the vote to be held following any discussion. If you are logged on to this meeting as a shareholder and have any questions about these matters, please enter them into the space provided on the virtual meeting screen. Before asking your question, we invite you to refer to the proxy statement for this meeting, which contains information about the proposal on today's agenda. We will answer any questions directly related to the business of this meeting. We will not answer questions not related to the business of today's meeting or if the answer to the question is substantially covered in the proxy statement. At this time, nominations set forth in proposal #1 of the proxy statement are now in order for the election of 8 directors to serve for the 1-year term set forth in the proxy statement and until their successors are duly elected and qualified. In proposal 1, the Board of Directors favors the election of the following individuals as directors: Paul Zevnik, Gilbert Vasquez, Martha Elena Diaz, Fehmi Zeko, Michael Christenson, Tom Strickler, Brad Bender and Lara Sweet. These candidates are hereby nominated to be elected directors of the company. The Board has not received any other nominations in a timely manner. Accordingly, may I please have a motion to close the nominations.

Jeff DeMartino

executive
#5

I move that the nominations be closed.

Mark Boelke

executive
#6

I second the motion.

Michael Christenson

executive
#7

I declare that the nominations are closed. Next, we will consider the proposal #2, to ratify the appointment of Deloitte & Touche, LLP as independent public accountants of the company for the fiscal year ending December 31, 2024, as described in the proxy statement. A motion on the proposal is now in order.

Jeff DeMartino

executive
#8

I move that proposal 2, to ratify the appointment of Deloitte & Touche, LLP as independent public accountants of the company for the fiscal year ending December 31, 2024, be approved.

Mark Boelke

executive
#9

I second the motion.

Michael Christenson

executive
#10

Next, we will consider proposal #3 relating to an advisory vote to approve named executive officers' compensation, as described in the proxy statement. A motion on the proposal is now in order.

Jeff DeMartino

executive
#11

I move that proposal 3 relating to an advisory vote to approve named executive officers' compensation, as described in the proxy statement, be approved.

Mark Boelke

executive
#12

I second the motion.

Michael Christenson

executive
#13

Next, we will consider proposal #4 relating to an amendment and restatement of the company's 2004 Equity Incentive Plan, as described in the proxy statement. A motion on the proposal is now in order.

Jeff DeMartino

executive
#14

I move that proposal 4 relating to an amendment and restatement of the company's 2004 Equity Incentive Plan, as described in the proxy statement, be approved.

Mark Boelke

executive
#15

I second the motion.

Michael Christenson

executive
#16

Next, we will consider proposal #5, to approve the company's 2024 Employee Stock Purchase Plan, as described in the proxy statement. A motion on the proposal is now in order.

Jeff DeMartino

executive
#17

I move that proposal 5, to approve the company's 2024 Employee Stock Purchase Plan, as described in the proxy statement, be approved.

Mark Boelke

executive
#18

I second the motion.

Michael Christenson

executive
#19

Next, we will consider proposal #6, to approve an amendment and restatement of the company's Certificate of Incorporation, as described in the proxy statement. A motion on the proposal is now in order.

Jeff DeMartino

executive
#20

I move that proposal 6 relating to an amendment and restatement of the company's Certificate of Incorporation, as described in the proxy statement, be approved.

Mark Boelke

executive
#21

I second the motion.

Michael Christenson

executive
#22

We will now proceed to vote on the proposals, and I hereby declare that the polls are now open on our online meeting platform. As described in your proxy statement, it is not necessary for a shareholder to vote by online ballot if you have already sent in your proxy, unless you wish to change your vote. [Voting]

Michael Christenson

executive
#23

We now have all the ballots. And since all those wishing to vote by ballot have done so, I declare the polls are closed. According to the preliminary report of the inspector of elections, each of the persons nominated to be a director of the company in proposal 1 has been elected, and each of the other proposals presented to this meeting have been approved. The matters, which this meeting was called to consider, have been completed, and there is no additional business before this meeting. The formal part of this meeting is, therefore, adjourned. Since we have not received any questions related to the business of the meeting, this meeting is therefore concluded, and we thank you for attending today's meeting.

Operator

operator
#24

This concludes the meeting. You may now disconnect.

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