Guild Holdings Company (GHLD) Earnings Call Transcript & Summary

Welcome to the 2021 Annual Meeting of Guild Holdings Company Shareholders. I would now like to introduce the first presenter, Mary Ann McGarry, Chief Executive Officer for Guild Holdings Company.

Good morning. This meeting is called to order. I am Mary Ann McGarry, Chief Executive Officer and a member of the Board of Directors of Guild Holdings Company. Here with me is Patrick Duffy, Chairman of the Board of Directors. We would like to welcome each of you to our company's 2021 Annual Stockholders Meeting. We appreciate your interest and attendance. Before we begin the business of the meeting, I would like to introduce the other members of the Board who are in attendance today. Mike Meyer, Terry Schmidt, Edward Bryant, Jr. and Martha Marcon. All of our stockholders entitled to vote have the ability to do so online during the meeting until I close the polls. Our stockholders also have the ability to submit questions online. The polls are now open, and I will be closing the polls after we review the proposals. This meeting is being held pursuant to written notice mailed on March 31, 2021, to all stockholders of record at the close of business on March 12, 2021, which is the record date determined by the Board. All stockholders of record as of the close of business on that date are entitled to notice of and to vote at this meeting. I have a hearing affidavit of mailing certifying that the Notice of Meeting and proxy card were mailed to the company's stockholders of record on March 31, 2021. And the proxy statement, Notice of Meeting, proxy card and annual report for the fiscal year ended 12/31/2020 were made available on the Internet at www.proxyvote.com. These documents will be filed with the minutes of the meeting and are available for review by any stockholder. Lisa Klika, the company's Chief Compliance Officer and Secretary, has been appointed the inspector of election for this meeting. Ms. Klika has signed an oath of inspector promising to execute faithfully the duties of inspector of election. The oath of inspector of election will be filed with the minutes of this meeting.

Thank you, Ms. McGarry. As the inspector of election, I've determined that a sufficient number of shares entitled to vote at this meeting are present in person or by proxy to constitute a quorum.

We will now bring before the stockholders the 3 matters that are being presented for stockholders' action: one, to elect the 2 director-nominees named in the proxy statement as Class 1 Directors; two, to ratify the appointment of KPMG LLP to serve as our independent registered public accounting firm for the fiscal year ending December 31, 2021; and three, to vote on an advisory basis on the frequency of future stockholder advisory votes on executive compensation. There were no stockholder nominations for director or proposals for other business to be considered at this meeting that were filed with the company secretary as required by the advanced notice requirements of the company bylaws. As a result, the business of this meeting is limited to these 3 matters. If you have voted by proxy and will not be changing your vote, then do not vote again. And the vote indicated on your proxy will be counted. If you did not turn in a proxy or want to change your vote, you may vote electronically now. Are there any questions regarding the voting procedures? The first item of business is proposal #1 in the proxy statement: the election of 2 directors to serve as Class 1 directors of the company until the 2024 Annual Meeting of Stockholders. I move that the following persons be nominated for election to the Board of Directors of the company as Class 1 Directors: Mary Ann McGarry and Michael C. Meyer. Is there a second?

I second the motion.

The next item of business is proposal #2 in the proxy statement: the ratification of the appointment of KPMG LLP to serve as our independent registered public accounting firm for the fiscal year ending December 31, 2021. I move that the appointment of KPMG LLP to serve as our independent registered public accounting firm for the fiscal year ending December 31, 2021, be ratified. Is there a second?

I second the motion.

The next item of business is proposal #3 in the proxy statement: the vote on an advisory basis on the frequency of future stockholder advisory votes on executive compensation. I move that future stockholder votes on executive compensation be held every year. Is there a second?

I second the motion.

It is now time to vote on the 3 proposals. If you have not submitted a proxy or wish to change your vote on any of the proposals, please vote electronically now. If there is no other business to be brought before the meeting, please take a final moment to complete electronic voting. [Voting]

The polls are now closed. The inspector of election will now announce the results of the voting.

I have tabulated the votes with respect to the 3 matters that were placed before our stockholders. With respect to proposal #1, the election of 2 directors to serve as Class 1 Directors until the 2024 Annual Meeting of Stockholders, the 2 nominees who received the greatest number of affirmative votes and are therefore elected as Class 1 Directors are Mary Ann McGarry and Michael C. Meyer. With respect to proposal #2, a majority of votes were cast in the affirmative for the ratification of the appointment of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021. With respect to proposal 3, a majority of votes were cast for future advisory stockholder votes on the compensation of the company's executive officers to be held every year.

Thank you, Ms. Klika. All business before this meeting has now been completed. Once we adjourn the formal annual meeting, we will take questions from stockholders. I move that the meeting, be adjourned. Is there a second?

I second the motion.

The motion having been made and seconded, I hereby declare this annual meeting adjourned.

We will now begin the Q&A section. [Operator Instructions] There are no further questions at this time. Ms. McGarry, I turn the call back over to you.

Well, this concludes our question-and-answer session. Thank you for your participation today and continued dedication to Guild. I'd like now to turn it over to the host to bring this meeting to a conclusion.

Thank you. The Annual General Meeting for Guild Holdings Company has now come to an end. For any further details, please visit Guild’s Investor Relations website, www.guildmortgage.com. Thank you for attending, you may now disconnect.