Hyperion DeFi, Inc. (HYPD) Earnings Call Transcript & Summary

Good morning, and welcome to the 2020 Annual Meeting of Stockholders of Eyenovia, Inc. My name is Michelle, and I am your operator for this meeting, which is being held in virtual only format and is being recorded. If you experience any technical difficulties during this meeting, please call the technical support phone number located on the virtual meeting login page. As a reminder, certain statements may be made during this meeting, including in the Q&A session that are forward-looking statements and subject to risks and uncertainties, the most important of which are described in the Item 1a of Eyenovia's 2019 Form 10-K. I will now turn the meeting over to Dr. Sean Ianchulev, Chairperson of Eyenovia's 2020 Annual Meeting of Stockholders.

Good morning. I'm Dr. Ianchulev, Chief Executive and Medical Officer, and member of the Board of Directors of Eyenovia. It is a pleasure to welcome you to the company's 2020 annual meeting of stockholders and as the company previously announced, in an accordance with the company's amended and restated bylaws, the company's 2020 annual meeting of stockholders was adjourned on June 11, 2020, to today's date and time, to be conducted in virtual only format in light of the public health and safety concerns related to the coronavirus pandemic and to prioritize the health and well-being of the company's stockholders, employees and our community. As a chairperson of the company's 2020 annual meeting of stockholders, I hereby reconvene the company's 2020 annual meeting and call the meeting to order. A copy of the rules of conduct that will govern today's annual meeting of stockholders can be found in the Meeting Materials section of this virtual meeting's web portal. I ask that each of you please abide by these rules of conduct in order to facilitate an orderly meeting and to accomplish the items on today's agenda, which is also posted in the Meeting Materials section of this virtual meeting's web portal. I'm pleased to introduce to you members of the company's Board of Directors, management and additional company representatives that are in attendance today via remote communication, namely Mr. Ken Lee, a fellow board member; Mr. John Gandolfo, the company's Chief Financial Officer; representatives from Marcum, our independent registered public accounting firm; and representatives from Wyrick Robbins Yates & Ponton; and Wilson Sonsini Goodrich & Rosati, our outside legal counsel. I ask that Ms. [indiscernible] of Wyrick serve as Secretary of this meeting. With that, it is my pleasure to turn this meeting over to John to conduct the formal business of the meeting. John?

Thank you, Sean, and good morning. The record date for the company's 2020 annual meeting of stockholders was the close of business on April 15, 2020. Only stockholders of record on the close of business of -- on April 15, 2020, are entitled to notice of and to attend and vote at this meeting. I have received an affidavit of mailing from Broadridge Financial Solutions, Inc. confirming that the notice of Internet availability of proxy materials was mailed on or about April 29, 2020, to all the company's stockholders as of the record date. The proxy materials were furnished to the company's stockholders of record by providing access to them on the Internet and were first available on the Internet on April 29, 2020. The affidavit of mailing and proxy materials will be filed with the minutes of this meeting. I also have a list of stockholders of record entitled to vote during this meeting, which will be available for the duration of this meeting on the virtual meeting's web portal. I have been duly appointed as the inspector of election for the company's 2020 annual meeting of stockholders and have signed an oath of office, which is available for your examination and will also be filed with the minutes of this meeting. Mr. Chairperson, as the inspector of elections and after having examined the proxies delivered to date as certified by Broadridge, our proxy vote tabulator has advised me that we have a quorum of shares present and that this meeting is properly constituted for the transaction of the business for which it has been called, and as stated in the notice of the annual meeting of stockholders. A quorum being present, I declare that this meeting has been duly called. First, I will review the proposals to be voted on as set forth in the notice of annual meeting and accompanying proxy statement for this meeting. Dr. Ianchulev will then open the voting polls for a designated period of time. When the designated time has passed, Dr. Ianchulev will close the voting polls, and I will announce preliminary voting results. After the formal business of this meeting is over, we will provide time to answer appropriate questions in accordance with the rules of conduct for this meeting, which are published on this meeting's virtual meeting web portal. Only validated stockholders may ask questions in the designated field on this virtual meeting web portal. Questions should be addressed only to the chairperson of this meeting, who will then either respond appropriate -- to appropriate questions or direct such questions to a member of management or to Marcum. We will try to answer all appropriate questions submitted during the Q&A session, but may not have time to answer every question. As described in the notice of annual meeting of stockholders, we are voting on 3 agenda items today. The first item on which we are voting today is the election of 7 Director nominees. Fredric N. Eshelman, Tsontcho Ianchulev, Curt H. LaBelle, Kenneth B. Lee, Jr; Ernest Mario, Charles E. Mather IV and Anthony Y. Sun, each to serve on the company's Board of Directors for a 1-year term expiring in 2021 or until his successor is duly elected and qualified. The second item on which we are voting today is the approval of the company's amended and restated 2018 Omnibus stock incentive plan. The final item on which we are voting today is the ratification of the appointment of Marcum LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2020. Company's Board of Directors recommends that you vote in favor of each of the director nominees and in favor of each of the other proposals being considered today.

Thank you, John. As Chairperson of this meeting, I will open the voting polls momentarily. As a reminder, if you're voting today, you must submit your votes online through the meeting's web portal once they open the polls in order for them to be counted by the inspector of election. The inspector of elections will not accept ballots, proxies or votes or any other changes or revocations submitted after the closing of the poll. Please note that Dr. Fredric Eshelman has appointed a proxy in accordance with the power of substitution granted to him, pursuant to the company's proxy card furnished to stockholders with the company's proxy materials for this meeting. As such, I will evolve the shares represented at this meeting pursuant to the company's proxy card in the manner designated on the proxy card and as further described in the company's proxy statement. It is now 9:08 Eastern daytime, on June 30, 2020. And the voting polls are now open. You might cast your vote online until this poll closes in 2 minutes. We will now pause until the noted time has passed. Thank you. [Voting]

It is now 9:11 a.m. Eastern daytime and the polls are closed. I will now turn the meeting over to John, who will announce the preliminary voting results. Please note that any votes cast electronically during this meeting will be counted in the final voting tally, which will be reported on a Form 8-K that we will file with the SEC within 4 days of this meeting. John?

Thank you, Sean. The preliminary results of the voting are as follows: of the 19,776,019 shares of common stock outstanding as of the close of business on the record date and entitled to vote at this meeting, a total of approximately 15,964,771 shares of common stock were actually present or represented by proxy. This represents approximately 80.72% of the total shares entitled to vote. The first proposal was to elect 7 director nominees to serve on our Board of Directors each for a 1-year term expiring in 2021 or until his successor is duly elected and qualified. I hereby declare that the 7 nominees receiving the highest number of affirmative votes of the shares of common stock present or represented and entitled to be voted at the meeting and therefore, being elected were Doctors: Eshelman, Ianchulev, LaBelle, Mario and Sun; and Misters: Lee and Mather. The second proposal was to approve the company's amended and restated 2018 Omnibus stock incentive plan. An aggregate of approximately 97.58% of the total shares represented and entitled to vote at the meeting and on the proposal voted in favor of this proposal. I hereby declare that the proposal has been passed by the necessary vote. The last proposal was to ratify the appointment of Marcum LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2020, an aggregate of approximately 99.8% of the total shares represented and entitled to vote at this meeting and on the proposal voted in favor of this proposal. I hereby declare that the proposal has been passed by the necessary vote. This brings the formal business portion of the meeting to an end. I would like to thank all the stockholders present here as well as those who participated by proxy.

Thank you, John. We will now begin our question-and-answer session. Again, only questions that comply with the meetings rule of conduct will be addressed as time allows. All right. I'm advised that there are no questions in the queue. And there being no further business, to come before this meeting, Eyenovia's 2020 virtual annual meeting of stockholders is formally concluded. Thank you.

Ladies and gentlemen, thank you for participating in today's program. You may now disconnect. Everyone, have a great day.