HNI Corporation (HNI) Earnings Call Transcript & Summary

May 5, 2020

New York Stock Exchange US Industrials Commercial Services and Supplies shareholder_meeting 5 min

Earnings Call Speaker Segments

Operator

operator
#1

Ladies and gentlemen, thank you for standing by, and welcome to the HNI Corporation Annual Meeting Conference Call. [Operator Instructions] I would now like to hand the conference over to your speaker today, Mr. Steven Bradford. Thank you. Please go ahead, sir.

Steven M. Bradford

executive
#2

Good morning. Welcome to the 2020 Annual Shareholders Meeting of HNI Corporation. We're holding our shareholders' meeting virtually for the first time, and we appreciate your participation. My name is Steven Bradford. I'm Senior Vice President, General Counsel and Secretary of the corporation. I will act as secretary for the meeting. Presiding is our Chairman, President and Chief Executive Officer, Jeff Lorenger. We want to acknowledge the presence at our meeting today of all of our directors. We are fortunate to have such an outstanding Board of Directors. Each of our directors is experienced and brings unique capabilities to our Board. You can learn more about them by referring to our proxy statement. As secretary of the corporation, I call the Annual Shareholders Meeting to order. I certify notice of this annual meeting was mailed to all shareholders of record in accordance with the corporation's bylaws and Iowa law. After each proposal is read, we will answer questions related to that proposal. If none, we will proceed to the next proposal. We will answer other questions after voting is completed. Voting will remain open until after reading the proposals properly brought for consideration at this meeting. Any shareholder who has not yet voted or wishes to change their vote may do so by clicking the voting button on the web portal and following the instructions. No further action is required for shareholders who have already voted. As of March 6, 2020, the record date for this meeting, there were 42,708,614 shares of common stock issued outstanding and entitled to vote at this meeting. On behalf of the Board of Directors and the leadership of the corporation, we appreciate all shareholders who returned their proxies. [ Gerry Laine ], a financial -- a representative of Broadridge Financial Solutions has been appointed inspector of elections for this meeting and is in attendance. [ Mr. Laine ] has taken his oath as inspector of election. The inspector of election has confirmed that more than a majority of the corporation's outstanding shares of common stock are represented at this meeting, either in person or by proxy. We have a quorum present to conduct business. There are 3 proposals properly brought for consideration at this meeting. The first is the election of directors. 4 directors are nominated by the Board to be elected for a term of 3 years each. The nominees are Miguel Calado, a Director since 2004; Cheryl Francis, a Director since 1999; John Hartnett, a Director since 2016; and Dhanusha Sivajee, a Director since 2019. The Board of Directors recommends a vote for election of each nominee. We have not received any questions relating to this proposal. The second proposal is ratification of the Audit Committee selection of the independent registered public accounting firm for the fiscal year ending January 20, 2021. The Board of Directors recommends ratification of KPMG LLP as the corporation's independent registered public accounting firm for the fiscal year ending January 2, 2021. We have not received any questions relating to this proposal. A third proposal for consideration is the advisory vote to approve named executive officer compensation. The Board of Directors recommends shareholders approve the compensation of the named executive officers. We have not received any questions relating to this proposal. [Voting]

Steven M. Bradford

executive
#3

Now that everyone has had an opportunity to vote, the voting is closed. The inspector of election has confirmed a majority of the votes cast are in favor of the election of the 4 nominees for Director, the ratification of the independent registered public accounting firm, and approval of named executive officer compensation. I am pleased to announce each proposal presented at this meeting has been approved by the shareholders as recommended by the Board and the Director nominees have been elected. A report of the inspector of election with final vote counts will be included with the meeting -- with the minutes of this meeting. The formal business portion of the meeting is concluded, and the meeting is now adjourned. We will now address questions received from shareholders. No questions have been received from shareholders, so we will conclude the call. Thank you for attending the 2020 Annual Meeting of the Shareholders of HNI Corporation.

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