HF Sinclair Corporation (DINO) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by, and welcome to the HollyFrontier Corporation 2020 Annual Meeting. [Operator Instructions] I would now like to hand the conference over to your speaker today, Vaishali Bhatia. Thank you. You may begin.

Thank you. Welcome to the HollyFrontier Corporation 2020 Virtual Annual Meeting of Stockholders. I am Vaishali Bhatia, Senior Vice President, General Counsel and Corporate Secretary of HollyFrontier Corporation, and I will be serving as the Secretary of this meeting. The agenda for the meeting is posted on the meeting website. As a reminder, question is pertinent to the business of the annual meeting that are post by validated stockholders via the web portal prior to and during this meeting will be posted and answered after the meeting on the annual report on proxy page of HollyFrontier's website. Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is authorized to use any audio recording device. A webcast playback will be available at the meeting website for 24 hours after the completion of the meeting. Your 16-digit control number will be needed to access the playback. We have opened the polls at the start of the meeting so that validated stockholders may vote online during the meeting by clicking on the voting button on the meeting website and following the instruction. Stockholders who have previously sent in proxies or have voted via telephone or internet and do not want to change their vote do not need to take any further action. I would like to introduce our Chairman, Franklin Myers.

Good morning. In accordance with the notice of annual meeting, it is now 8:32 a.m. Central Daylight Time. I hereby call the meeting to order. I appreciate your attendance via this way given our uncertain times. At this time, I'd like to introduce HollyFrontier CEO and President, Mike Jennings.

Thank you, Franklin, and thank you for joining us today for our 2020 Annual Meeting of Stockholders. I would like to thank our Board members and members of our management team on the line with us today. I'd also like to introduce Terry Hosey from Ernst & Young, who has joined us for the meeting.

Thanks, Mike. This is Terry Hosey from Ernst & Young, and thank you for having me today.

I appreciate that. Thank you, Terry. Welcome to the Annual Meeting, and I'll now turn the meeting back to Vaishali to run the formal portion of this meeting.

Thanks, Mike. Notice of the annual meeting was duly given on March 26, 2020, and notice of the change in location to a virtual meeting was duly given on April 9, 2020, in accordance with the company's bylaws, SEC rules and guidance and Delaware law and recent executive orders. As a reminder, the polls are open on the meeting website. Any stockholder who has not yet voted or wishes to revoke or change their vote, may do so by clicking on the voting button on the meeting website and following instructions there. The polls will remain open until after I have announced the proposal to be voted on in today's meeting. An affidavit has been received from Broadridge Financial Solutions attesting to the notice or mailing to stockholders commencing on March 26, 2020, of the notice of meeting or proxy statement, annual report and proxy card to all stockholders other than those in mailing, but not required under Delaware law, as shown on the soft records at the close of business on the March 16, 2020, record date. The affidavit will be filed with our corporate records, and will be available upon request for inspection after this meeting. The shares represented at this meeting constitute approximately 85% of all outstanding shares, which constitutes a quorum for the meeting under the company's bylaws. Ms. Chandi Jackson, a representative of CT Hagberg LLC; and Ms. [ Wong Cheniere ], a representative of Broadridge Financial Solutions, have been appointed as judges of election that compiles the vote for this meeting. Their oaths as judges is being filed with the records of this meeting and will be available upon request for inspection after the meeting. A copy of the minutes of last year's Annual Meeting of Stockholders, held May 13, 2020, will be -- sorry May 13, 2019, will be available upon request for review after this meeting. March 16, 2020, was set by resolution of the Board of Directors of the render date for today's virtual annual meeting. All stockholders of record or their proxy holders at the close of business on March 16, 2020, are entitled to vote at the annual meeting. The list of stockholders as of the record date for this meeting is available for inspection by validated stockholders via the meeting website. Each of the matters to be considered today is described in the proxy statement. With that in mind, the purpose of today's virtual Annual Stockholder's Meeting are first, to elect 10 Directors, each to serve until the next annual meeting of stockholders or until his or her resignation, removal or respective successor is qualified and elected. Management's nominees are: Anne-Marie Ainsworth, Douglas Bech, Anna Catalano, Leldon Echols, Michael Jennings, Craig Knocke, Robert Kostelnik, James Lee, Franklin Myers and Michael Rose. Our second item for consideration is an advisory vote to approve the compensation of the company's named executive officers. The third item for consideration today is the ratification of the selection of Ernst & Young as the company's registered public accounting firm for the 2020 fiscal year. The fourth item for consideration today is the approval of the company's 2020 long-term incentive plan. We will now pause for a moment to allow voting by any validated stockholders who wish to do so. If you have not already voted, you may vote online by following the instructions for voting on the meeting website. Polls will be closing in 30 seconds. [Voting]

Now that validated stockholders have had the opportunity to vote, I declare the polls closed at 8:37 a.m. Central Daylight Time. Would the judges of election, please tally the votes and submit a preliminary voting report on the stockholder votes? We have been informed by the inspectors of election that the preliminary vote report shows that the nominees for election to the Board have been duly elected. The compensation of the named executive officers has been approved by advisory vote. The selection of Ernst & Young LLP, as the company's registered public accounting firm for the 2020 fiscal year, has been ratified, and the company's 2020 long-term incentive plan has been approved. We will report the final vote results on a Form 8-K to be filed within 4 business days. The meeting is adjourned. Thank you for attending.