Envista Holdings Corporation (NVST) Earnings Call Transcript & Summary

The annual meeting for Envista Corporation is now beginning. I would like to turn the call over to Amir Aghdaei. Please go ahead.

Good morning, and welcome to the 2021 Annual Meeting of Stockholders of Envista Holdings Corporation. I'm Amir Aghdaei, President and Chief Executive Officer of Envista. It's my pleasure to welcome you here today for this meeting and introduce our Chairman of the Board, Scott Huennekens.

Thank you, Amir and welcome, everyone, to Envista's 2021 Annual Meeting of Stockholders. Thank you for joining us today. We will conduct the business portion of our meeting first and answer questions at the end of the meeting. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. It is now shortly after 7:00 a.m. Pacific Time on May 25, and this meeting is officially called to order. And now, I would like to introduce the other members of the Board joining us for today's meeting: Amir Aghdaei, our President and CEO, also serves as one of our Directors; Wendy Carruthers is Chair of our Compensation Committee and also serves on our Nominating and Governance Committee; Kieran Gallahue is Chair of our Nominating and Governance Committee; Vivek Jain is a member of our Audit Committee; Daniel Raskas is one of our Directors; Gayle Sheppard is a member of our Compensation Committee; and Christine Tsingos is Chair of our Audit Committee and also serves on our Compensation Committee. Also joining us today are 2 of our officers: Howard Yu, our Chief Financial Officer, who will be available during the question-and-answer session after the meeting; and Mark Nance, our General Counsel and Secretary, who will act as Secretary of the meeting. I will turn to him with any procedural issues that may arise.

Thank you, Scott. We are also joined here today by Ernst & Young, our independent auditors. They will be available during the question-and-answer session after the meeting to respond to appropriate questions. And finally, the company has appointed American Election Services LLC to act as Inspector of Election. Cynthia Skoglund from American Election Services is here with us today and has taken the oath of Inspector of Election earlier today.

After the formal meeting has been adjourned, we will provide time for general questions. Only validated stockholders may ask questions in the designated field on the web portal. Out of consideration for others, please limit yourself to one question. You may submit a question at any time during the meeting. Please note that this meeting is being recorded. However, no one attending via the webcast is permitted to use any audio recording device. The Board of Directors fixed March 31, 2021, as the record date for determining stockholders entitled to vote at this meeting. An affidavit has been delivered attesting to the fact that either one, a notice of Internet availability of the notice of the meeting, the proxy statement and the 2020 annual report to stockholders; or two, the documents themselves were mailed on or about April 12, 2021, to all stockholders as of the record date and will be incorporated into the minutes of this meeting. The stockholder list shows that as of the record date, there were 160,645,564 shares of common stock outstanding and entitled to vote at this meeting. We are informed by the Inspector of Election that there are represented in person or by proxy shares of common stock representing 152,075,374 votes or approximately 94.66 percentage of the voting power on the record date. Since this represents more than a majority of the voting power of all issued and outstanding common stock entitled to vote on the record date, a quorum is present for purposes of transacting business. Now I will present the matters to be voted upon. Please note that we will give stockholders an opportunity to comment on the proposals themselves after all proposals have been presented. Proposal 1 is the election of Wendy Carruthers, Scott Huennekens and Christine Tsingos to each serve as a Class II Director for a 3-year term expiring at the 2024 Annual Meeting of Stockholders and until his or her successor is elected and qualified. Proposals 2a and 2b are the approval of amendments to our amended and restated Certificate of Incorporation to phase out the classification of the Board of Directors and eliminate the supermajority voting requirements. Proposal 3 is the ratification of the selection of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2021. Proposal 4 is the approval on an advisory basis of the compensation of the company's named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure rules of the SEC. If any stockholder would like to make a comment regarding any of the proposals, please submit your comment through the web portal. No comments. It is now 7:06 a.m. Pacific Time on May 25, 2021, and the polls are now open. Any stockholder who hasn't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote do not need to take any further action. [Voting]

Now that everyone has had the opportunity to vote, I now declare the polls for the 2021 Envista Holdings Corporation Annual Meeting of Stockholders closed at 7:07 a.m. Pacific Time on May 25, 2021. Mark, do we have preliminary voting results?

We do. We have been informed by the Inspector of Election that the preliminary vote report shows that Wendy Carruthers, Scott Huennekens and Christine Tsingos each have been duly elected as Class II Director; the amendments to our amended and restated Certificate of Incorporation have been approved; the appointment of Ernst & Young LLP as our independent registered public accounting firm has been ratified; and the compensation of the named executive officers has been approved by advisory vote. We will be reporting the final vote results in a Form 8-K to be filed within 4 business days.

Thank you, Mark. There being no further business to come before the meeting, the 2021 Annual Meeting of Stockholders of Envista Holdings Corporation is now adjourned. Now we would like to open things up for stockholder questions and comments. We will take stockholders' questions that are being entered today on the web portal. Please note, we will attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be addressed. It looks like there are no questions, so we will end the meeting now. I'd like to thank all of you who joined us for our annual meeting today. I'd now like to turn it over to the host to bring this meeting to a conclusion.

This concludes Envista Holdings 2021 Annual Stockholder Meeting. You may now disconnect.