Inspired Entertainment, Inc. ($INSE)

Earnings Call Transcript · May 27, 2026

NasdaqCM US Consumer Discretionary Hotels, Restaurants and Leisure Shareholder/Analyst Calls

Highlights from the call

Inspired Entertainment, Inc. held its 2026 Annual Meeting of Stockholders on May 27, 2026, where all proposals were approved, including the election of directors and the advisory vote on executive compensation. While specific financial metrics such as revenue and earnings were not disclosed in this transcript, the approval of all proposals indicates a stable governance structure. The company did not provide any forward guidance or changes to existing guidance in this meeting.

Main topics

  • Election of Directors: The stockholders voted in favor of electing A. Lorne Weil, Michael Chambrello, and others as directors until the 2027 Annual Meeting. This reflects strong support for the current leadership team.
  • Advisory Vote on Executive Compensation: A majority of stockholders approved the advisory vote on the compensation of the company's named executive officers, signaling confidence in the management's compensation strategy.
  • Frequency of Say-on-Pay Votes: Stockholders voted for a frequency of once every three years for say-on-pay votes, which may streamline governance processes and reduce administrative burdens.
  • Appointment of Independent Auditor: The appointment of CBIZ, CPA PC as the independent auditor for the fiscal year ending December 31, 2026, was ratified, indicating a commitment to maintaining robust financial oversight.

Key metrics mentioned

  • Revenue:
  • Earnings:
  • Director Votes: Majority (All directors elected with majority support.)
  • Say-on-Pay Approval: Majority (Advisory vote on executive compensation approved by majority.)
  • Say-on-Frequency Vote: Once every 3 years (Frequency of say-on-pay votes approved.)
  • Independent Auditor Appointment: Approved (CBIZ, CPA PC appointed as auditor for 2026.)

The outcomes of the Annual Meeting suggest a stable governance environment for Inspired Entertainment, with strong support for management and oversight. However, the lack of financial metrics and guidance limits visibility into the company's performance and future direction, which could be a concern for investors. Monitoring upcoming financial disclosures and any strategic updates will be crucial for assessing the investment thesis.

Earnings Call Speaker Segments

A. Weil

Executives
#1

Thank you, operator. Good morning, everyone. I'm Lorne Weil, Executive Chairman of the company and on behalf of Inspired Entertainment and the Board of Directors I would like to welcome you to the 2026 Annual Meeting of Stockholders to call the meeting to order. Stockholders have had the opportunity to submit questions in advance of the meeting through the virtual meeting website. and stockholders attending today's meeting may submit questions during the meeting through the text box on your screen. The company will respond to the questions submitted through the site and writing after the call and post the Q&A in the stockholder meeting section of our website. Carys Damon, our Corporate Secretary, will be serving as Secretary of the meeting. To begin, I have a few housekeeping matters to announce Continental Stock Transfer & Trust Company, the company's transfer agent, has provided an affidavit confirming the mailing of the notice of the Annual Meeting of Stockholders in the proxy statement, together with the company's 2025 annual report on Form 10-K on April 23, 2026 to each stockholder of record as of April 8, 2026, the record date for the meeting. The affidavit will be appended to the minutes of this meeting. Jeffrey Rubin, a representative of our outside legal counsel has been appointed to act as inspector of election at this meeting. His oldest inspector has been submitted and will also be appended to the minutes of this meeting. The inspector has informed me that the holders of the majority of the $26675,353 shares entitled to vote at the meeting or present in person or represented by proxy. Accordingly, with a quorum being present, this meeting is declared open to proceed with its business. The meeting will consider 4 proposals, each of which is described in our proxy statement, including the vote required for approval. The first proposal is election of 7 directors of the company. The Board of Directors has nominated and recommended the election of, and I hereby move that we elect as directors yours truly Loren Weil. Michael Chambrello, I Rapalondeser Roger, Stephen Safran Kockatea John Vandemore, each to hold office until the 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified.

Carys Damon

Executives
#2

I second to mention

A. Weil

Executives
#3

The next matter to be considered is the proposal to approve on an advisory basis, the compensation of the company's named executive officers or so-called Say-on-Pay. A discussion of this proposal on the text of the resolution can be found on Page 32 of the proxy statement. Information with respect to named executive officer compensation as described in the section of the proxy statement entitled Executive Compensation. I move that we approve the say-on-pay proposal. .

Carys Damon

Executives
#4

I second the motion.

A. Weil

Executives
#5

The next matter to be considered is the proposal to approve on an advisory basis, the frequency of the advisory vote on say-on-pay, so-called say-on-frequency. A discussion of this proposal can be found on Page 33 of the proxy statement. The choices are to hold say-on-pay bolts every year, every 2 years or every 3 years. The Board of Directors recommends a frequency of once every 3 years. I move that we vote on the say on frequency proposal. .

Carys Damon

Executives
#6

I second the motion. .

A. Weil

Executives
#7

The fourth matter to be considered is the ratification of the appointment of CBIZ, CPAs, PC as the independent auditor of the company for the fiscal year ending December 31, 2026. The -- the Board of Directors favors this proposal, and I hereby move that the ratification proposal being approved. .

Carys Damon

Executives
#8

I second to mention.

A. Weil

Executives
#9

We will now proceed to vote on the 4 proposals. The time is now 10:04 a.m. on Monday, May 20 -- excuse me, on May 27, 2026. And and the polls are open for voting on the matters presented. Please remember that if you've already submitted your proxy, your shares have been voted accordingly. You do not need to vote any unless you are voting for the first time or want to change your previous vote. . [Voting] Since those desiring to vote have now done so, I now declare the polls closed at 10:05 a.m. If the inspector has completed the tabulation now ask the inspector to announce the preliminary results of the voting.

Jeffrey Rubin

Attendees
#10

Mr. Chairman, a plurality of the votes of the shares present at the meeting and by proxy has voted for the election of A. Lorne Weil, Michael Chambrello, raison BesaraRogers, Steven Saferin, Cachat and John Vandemore as Directors, each to hold opposite of the 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified. A majority of the shares present or represented by proxy at the meeting have voted in favor of the advisory vote on the compensation of the company's named executive officers. . A plurality of the shares present or represented by proxy at the meeting has voted in favor of 1 year -- 1 year for the frequency of holding the advisory vote on the compensation of the company's named executive officers. A majority of the shares present or represented by proxy at the meeting has voted to ratify the appointment of CBIZ, CPA PC as the independent auditor of the company for the fiscal year ending December 31, 2026. The Accordingly, each of the proposals submitted to a stockholder vote at the 2026 Annual Meeting has been approved by the stockholders.

A. Weil

Executives
#11

The inspector will be furnishing a written report that will be appended to the minutes of this meeting, and we will file a Form 8-K with the SEC within 4 business days that discloses the detailed voting results of the meeting. There being no further business, I will entertain a motion that the meeting be adjourned. .

Carys Damon

Executives
#12

I move that the meeting be ended. .

A. Weil

Executives
#13

All in favor. .

Carys Damon

Executives
#14

Yes. .

A. Weil

Executives
#15

All opposed. The meeting is adjourned.

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