Exact Sciences Corporation (EXAS) Earnings Call Transcript & Summary

Good day, and welcome to the Exact Sciences Corporation 2020 Annual Meeting of Stockholders. I would now like to turn the conference over to Kevin Conroy. Please go ahead.

Good morning, and welcome to the Annual Meeting of the Shareholders of Exact Sciences Corporation. I am Kevin Conroy, the company's Chief Executive Officer and Chairman. And I now call this meeting to order. Jeff Elliott, Chief Financial Officer, will act as voting inspector for today's meeting. Scott Coward, Senior Vice President, General Counsel, Chief Administrative Officer and Secretary, will act as Secretary of the meeting. You are participating in the Annual Meeting virtually. We are pleased to hold our annual meeting virtually in light of the COVID-19 pandemic. Shareholders may submit questions at any time during this meeting in the space provided on the virtual meeting screen and may vote any time until polls are closed. The Board of Directors set June 1, 2020, as the record date for this shareholders' meeting. In order to determine whether a quorum is present for the purpose of transacting business, does the voting inspector have a preliminary report of the common stock represented at the meeting?

A partial count of the shares of common stock represented at the meeting, in person or by proxy, shows that the holders of more than a majority of the outstanding shares of common stock of the company entitled to vote at the meeting is represented.

In view of the report of the voting inspector, I declare a quorum present and the meeting ready for transaction of business. As set forth in the notice of meeting and the proxy materials, this meeting has been called for the purpose of considering and acting upon the following matters: election of 4 members of the Board of Directors to serve as Class II Directors; ratification of the selection of PricewaterhouseCoopers, LLP as our independent registered public accounting firm for 2020; approval on an advisory basis of the compensation paid to our named executive officers; and approval of an amendment to the Exact Sciences' certificate of incorporation, increasing the number of authorized shares of common stock from 200 million shares to 400 million shares. Each item of business on the agenda will be presented for a discussion. I declare the polls for voting to be open as of 10:02 a.m. All shareholders entitled to vote at this meeting have the ability to do so online. If you are a shareholder entitled to vote at this meeting and have not yet voted or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again. All shares represented by proxy will be voted as specified in the form of the proxy. Shares represented by proxy where no vote is specified will be voted in accordance with the recommendation of the Board of Directors. Proposal 1. The first item of business is the election of Directors. The 4 nominees who receive the highest number of votes will be elected to serve 3-year terms as Class II directors subject to the terms of the majority voting policy contained in the company's corporate governance guidelines. The Board of Directors has nominated the following persons to serve as directors of the company: Eli Casdin, James Doyle, Freda Lewis-Hall, Kathleen Sebelius. If you have any questions regarding this proposal, please submit them now by following the instructions on the webcast. Proposal 2. The second matter being submitted to shareholders for action is the ratification of the selection of PricewaterhouseCoopers, LLP as the company's independent registered public accounting firm for 2020. If you have any questions regarding this proposal, please submit them now by following the instructions on the webcast. Proposal 3. The third matter being submitted to shareholders for action is the approval on an advisory basis of the compensation paid to our named executive officers. If you have any questions regarding this proposal, please submit them now by following the instructions on the webcast. Proposal 4. The fourth and final matter being submitted to shareholders for action is the approval of an amendment to the Exact Sciences Corporation certification of incorporation increasing the number of authorized shares of common stock from 200 million to 400 million shares. If you have any questions regarding this proposal or have further questions or remarks regarding the proposals being voted on today, please submit them now by following the instructions on the webcast. There are no additional matters on the agenda to be voted upon. We will now respond to questions related to the proposals that have been submitted. Scott, please review the questions.

There are no questions for review at this time. We will also have a time for more general Q&A following the meeting.