Hilton Worldwide Holdings Inc. (HLT) Earnings Call Transcript & Summary

Good morning, everybody, and welcome to the Annual Meeting of Stockholders of Hilton Worldwide Holdings, Inc. I'm Chris Nassetta, President and CEO and a Director of the company. Before we begin, on behalf of the Board and the entire Hilton team, we'd like to share our heartfelt condolences to those who have lost loved ones due to this devastating pandemic. We also extend our gratitude to the millions of first responders and medical researchers, who are selflessly working around the clock for us all. As we continue to work to support our communities in their fight against COVID-19, we're saddened by the senseless death of George Floyd and all those who have come before him that have shaken America in recent months. The Board and Hilton leadership reject all forms of racial injustice and believe that our inclusive industry has an important role to play in bringing communities together through hospitality. I now call this meeting to order. I would like to welcome our Board of Directors to today's meeting as well as representatives from Ernst & Young, our external auditing firm. I'd also like to further acknowledge members of our executive management team, including Kevin Jacobs, our CFO; Kristin Campbell, our General Counsel; and Matt Schuyler, our Chief Human Resources Officer, who are joining me in running the meeting today. Kristin Campbell will act as Secretary of the meeting. Also, [ Paul Ramirez ] from Broadridge is attending as our Inspector of election. As you're aware, this annual meeting is a virtual meeting and is being conducted via live audio webcast. The agenda and rules of conduct for this meeting as well as the instructions on how to vote have been posted on www.virtualshareholdermeeting.com/HLT2020. In addition, instructions on how to ask a question are available at the same website location. We are asking that you restrict any questions to the subject matter of this meeting. If you previously voted by proxy, you do not need to vote today unless you wish to change your vote. The polls are currently open for each matter to be voted on. Our Secretary has confirmed that proper advance notice of this meeting has been given to our stockholders. All stockholders of record at the close of business on April 13, 2020, are entitled to vote at the annual meeting, and a list of stockholders of record is available for review. Our first item of business is to declare a quorum. Ms. Campbell?

Based on information provided by [ Mr. Ramirez ], a quorum of stockholders is present in person or by proxy.

Our meeting being properly convened, the next item of business is describing our 4 proposals for consideration. The first proposal is the election of 9 directors to serve until the Annual Meeting of Stockholders in 2021 or until their successors have been duly elected and qualified. The Board of Directors recommends the election of the following persons as directors of the company: Chris Nassetta, Jon Gray, Charlene Begley, Mel Healey, Ray Mabus, Judith McHale, John Schreiber, Liz Smith and Doug Steenland. The next proposal is the ratification of Ernst & Young as the company's independent registered public accounting firm for 2020. The Board of Directors recommends that stockholders vote in favor of this proposal. The next proposal is a nonbinding vote on executive compensation. The Board of Directors recommends that stockholders vote in favor of this proposal. The final proposal is a nonbinding vote on the frequency of an advisory vote on executive compensation. The Board of Directors recommends that stockholders vote in favor of 1 year for this proposal. Because no further business is on the agenda, we will move on to voting, which stockholders may do through the website for this meeting. [Voting]

The polls are now closed. Our company Secretary will now report the preliminary results of the voting.

We've been informed by the Inspector of election that all nominees for election to the Board of Directors have been duly elected. The ratification of Ernst & Young as independent registered public accounting firm for 2020 has been approved. The company's executive compensation has been approved. And with respect to how often to hold say-on-pay votes, our shareholders approved a frequency of 1 year. We'll report the final results in a Form 8-K to be filed with the Securities and Exchange Commission within 4 business days.

I note for the record that the official portion of the meeting is now adjourned. Our Chairman, Jon Gray, is now going to offer a few remarks on how our company is handling the unprecedented COVID-19 pandemic.

Kristin, are you going to make any comments first or should I jump in?

Sorry, Jon. Before Jon begins, I'd like to remind everyone that our discussions may include forward-looking statements. Actual results could differ materially from those indicated in the forward-looking statements, and forward-looking statements made today are effective only as of today. We undertake no obligation to publicly update or revise these statements. For a discussion of some of the factors that could cause actual results to differ, please see the Risk Factors section of our most recently filed Form 10-K as supplemented by our most recently filed Form 10-Q. Jon?

Thank you, Kristin. Good morning, everybody. COVID-19 has created challenges our industry has never encountered. On behalf of the Board and Hilton's entire leadership team, we also express our deepest sympathies to those who have lost loved ones due to this devastating pandemic. Likewise, we also extend the Board's gratitude to the millions of workers on the front lines, who put their own needs aside to help keep us all safe. And I also want to echo Chris' statement about Hilton's commitment to racial equality and supporting those communities most impacted by social injustice. As stewards of the company, the Board has been and will continue to be involved in the key decisions on Hilton's response to the pandemic, providing oversight in critical areas from operations to human capital management, to financing and liquidity. The Board has been receiving regular updates on the crisis and continually provides feedback on the company's strategies for navigating this difficult time. As you can gather from our numerous public statements and filings in the last few months, the Hilton team has prioritized 3 core areas: protect our people, protect our core business and prepare for recoveries. Hilton's first priority has always been the health and well-being of guests, team members and all those who visit our hotels. In order to best manage risk and understand where potential concerns may lie, the company has a sophisticated communications technology, which allows individual hotels to communicate with our risk, safety and security teams when health or safety issues arise at hotels. Likewise, not only have we always followed CDC and WHO guidance, Hilton has recently announced plans for continuing to ensure guest health and safety through our CleanStay program, which involves partnering with the Mayo Clinic and the makers of Lysol. Our supply chain remains strong, and we will -- and will allow us to provide our team members and our guests with appropriate health and safety products as the world reopens for business. In addition, our efforts include supporting the communities in which our hotels operate during this challenging time. For example, in partnership with American Express and our hotel ownership community, Hilton committed to donating up to 1 million room nights to frontline medical professionals in the U.S. to support those who are putting their lives on the line to protect us. Further building on this initiative, Hilton and American Express announced a partnership with World Central Kitchen to deliver freshly prepared meals at no charge from restaurants and local communities to frontline responders staying at Hilton Hotels. Given the Board's and leadership team's extensive crisis management experience, Hilton also took swift action to protect the business and prioritize liquidity to enable the company to withstand the prolonged nature of the pandemic. The company drew down the full amount under its credit facility, presold Hilton Honors points to American Express and successfully executed a bond offering. We all want a healthy Hilton to emerge from this crisis, ready to serve all stakeholders. That said, we know that travel's going to restart slowly and that it's going to vary from one market to another, but there are encouraging signs. As we look to the future, we expect the full recovery of the economy in our business will take some time. But on behalf of the Board, I can say that we are confident about Hilton's outstanding management team and its prospects over the long term. Thank you. Chris?

Thank you, Jon. We appreciate that comment from the Chairman of our Board of Directors.

We have one question that has come in that we're going to ask and answer. And that question is, given your stated commitment to diversity throughout the company, have you considered diverse candidates for your Board of Directors? And the answer is absolutely yes. Our corporate governance guidelines provide that our pool of Director candidates will always include ethnically diverse candidates. And we certainly expect to address the diversity on our Board as we think about future additions to our Board, including ethnically diverse candidates. As is noted, we have gender diversity that is market-leading at 45% of our existing Board that is gender diverse. And we will continue to work very hard as we go forward and think about our Board on ethnic diversity. So thank you for the question. We consider that it's a very important part of how we think about the future status of our Board. With that, I do not believe we have any other questions. And so I want to thank our Board. I want to thank our management team. I want to thank all of our shareholders that have participated today for your support. And this will now conclude our meeting.

This now concludes the meeting. Thank you for joining, and have a pleasant day.