Identiv, Inc. (INVE) Earnings Call Transcript & Summary

Good day, and welcome to the Identiv, Inc. Annual Meeting of Stockholders. I would now like to turn the conference over to Steve Humphreys. Please go ahead.

All right. Thanks, Melissa. Good morning, everyone, and welcome to our 2020 annual -- this time Virtual Meeting of Stockholders of Identiv. My name is Steve Humphreys, and I'm the Chief Executive Officer of Identiv, Inc., and I'll act as Chairman of this Annual Meeting of Stockholders. Following the formal portion of the meeting, I'll be happy to answer your questions. And at this time, I'd like to call the meeting to order. We're very pleased to be hosting our virtual meeting, which allows us to really be more inclusive and reach a larger number of our shareholders. So this meeting is being held pursuant to the notice of the annual meeting mailed to all stockholders of the company. Also joining us by phone are directors of the Board, Jim Ousley, Robin Braun and Gary Kremen. And also joining me today are Sandra Wallach, our Chief Financial Officer and Corporate Secretary; Rich Belucci, BPM, our independent registered public accounting firm; and Stan Pierson of Pillsbury Winthrop Shaw Pittman LLP, our Corporate Counsel. Ms. Wallach is going to act as secretary of the meeting. And Sandra Wallach, our Chief Financial Officer and Secretary has been appointed and previously sworn in as inspector of elections for the meeting. So I'll ask Ms. Wallach as inspector of election for her report on the shares present at this meeting.

Mr. Chairman, a list of the stockholders representing 17,496,731 shares of the company's common stock outstanding as of the close of business on April 3 2020, which is the record date of this meeting will be incorporated into the minutes of this meeting. Only stockholders as of the record date are entitled to vote at this meeting. We have received the affidavit of mailing of the notice of annual meeting, which will be filed with the minutes of the annual meeting. I'm pleased to report that immediately prior to the commencement of the meeting, the shareholders of 13,654,531 shares of common stock, representing approximately 78% of all shares entitled to vote at the annual meeting are represented in person or by proxy at this annual meeting. As a result, a quorum exists and the meeting is authorized to conduct business. Steve, I think you are on mute.

Thank you very much. At this time, we'll consider the items of business on the agenda. The matters to be considered at today's meeting, which are further described in the proxy statement dated April 22, 2020, will be: number one, to elect the Class I Directors to serve until the expiration of the term of the Class I Directors ending at the annual meeting of stockholders in 2023 and until their respective successors have been duly elected and qualified or until such director resigns or is removed. The nominees are Steve Humphreys, Class I and Nina Shapiro Class I. The 2 nominees for Class I Directors receiving the highest number of votes for will be elected as a Class 1 Directors. Number two, to approve an amendment to the 2011 incentive compensation plan to increase the number of shares reserved for issuance thereunder. The affirmative vote of a majority of the votes cast and entitled to vote at the annual meeting is required to approve this proposal. Number three, to ratify the appointment of BPM LLP as the company's independent auditor for the fiscal year ending December 31, 2020. The affirmative vote of a majority of the votes cast and entitled to vote at the annual meeting is required to approve this proposal. Number four, to approve a nonbinding advisory resolution. Regarding the compensation of the company's named executive officers as described in the proxy. The affirmative vote of a majority of the votes cast and entitled to vote at the annual meeting, is required to approve this proposal on a nonbinding advisory basis. Now each of these proposals is described in detail in the proxy statement. If any shareholder would like to ask a question regarding any of the proposals, please submit your questions through the web portal. The polls are now open. Any shareholder who hasn't yet voted or wishes to change their vote may do so by clicking a voting button on the web portal and following the instructions there. Shareholders who have sent in proxies or voted via telephone or internet and don't want to change their vote, don't need to take any further action. So we'll pause for a moment to allow activity on the polls. [Voting]

Okay. Very good. Now that everyone's had the opportunity to vote, I now declare the polls for the 2020 annual meeting closed.

I'm pleased to report on the results of the meeting. Number one, the nominated Class I Directors have been elected to hold office until the expiration of the term of the Class I Directors or until a successor is duly elected and qualified. Number two, the proposal to approve an amendment to the 2011 incentive compensation plan to increase the number of shares reserved for issuance thereunder has been approved. Number three, the proposal to ratify the appointment of BPM LLP as the company's independent auditor for the fiscal year ending December 31, 2020, has been approved. Number four, the proposal to approve a nonbinding advisory resolution regarding the compensation of the company's named executive officers has been approved.

All right. Thank you, Sandra. This concludes the formal agenda of the 2020 Annual Meeting of Stockholders of Identiv Inc. I'd like to thank you for your interest at this meeting. And I'll now entertain a motion to conclude the formal portion of the meeting.

Mr. Chairman, my name is Gary Kremen, and I'm a shareholder of this corporation. I move that this meeting be adjourned.

Mr. Chairman, my name is Stan Pierson, and I'm a representative of Pillsbury Winthrop Shaw Pittman, a stockholder of this corporation, and I second the motion.

All right. Thank you for that motion and second. The meeting is adjourned. Thank you all for your attendance. That's the formal part of the meeting. We would like to do a question-and-answer period. We only have a couple of shareholders actually in attendance. So I don't want to take everybody through a long business update. But at this point, we would like to entertain any questions you might have. And we'll take shareholder questions that are being entered today on the web portal. So Sandra, if there are any questions at this time, please check the portal, and we'll pause for a couple of seconds for anyone who wants to put in a question.

Mr. Chairman, we have received no questions. I'll now pass the call back to you to end the meeting.

All right. Thanks, Sandra, and thank you to the Board members for attending and all of our supporting service providers as well. And especially thank you all for your support as the company, and we look forward to continuing to grow and build the company and to provide updates, of course, as we go forward. Thank you all, and have a safe and well day.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.