Kadant Inc. (KAI) Earnings Call Transcript & Summary

Greetings, welcome to the Kadant Inc. 2020 Annual Meeting of Stockholders. [Operator Instructions] Please note that this conference is being recorded. I will now turn the conference over to your host, Stacy Krause, Vice President, General Counsel and Secretary. Please go ahead.

Thanks, Doug. Welcome to the Kadant Inc. 2020 Annual Stockholder Meeting. And I will now pass the call over to Jon Painter.

Hi, as Stacy mentioned, I'm Jon Painter, Executive Chairman of the Board of Directors. I want to welcome you all for joining us for our first virtual annual meeting. I'll now call to order the 2020 annual meeting of stockholders of Kadant Inc. First, I'd like to introduce our directors who are here on the line with us today, Jack Albertine, Tom Leonard, Jeff Powell, who's also our President and CEO, Bill Tully and Erin Russell. Next, I'd like to introduce the other members of our management team who are present or participating in today's meeting. Eric Langevin, Executive Vice President and Chief Operating Officer; Mike McKenney, Executive Vice President, CFO and Assistant Secretary; Stacy Krause, Vice President, General Counsel and Secretary; Deb Selwood, Senior Vice President and Chief Accounting Officer; Dara Mitchell, Senior Vice President, Corporate Development; Peter Flynn, Vice President; Michael Colwell, Vice President; Tom Martin, Vice President, Tax; Orrin Bean, Treasurer; and Astrid Tsang, Assistant General Counsel. Also here with us today are Stephen Briggs and Jack Hu representing KPMG, our independent registered accounting firm, and they are available to answer any questions you might have regarding our audited financial statements. Stacy Krause has been appointed inspector of election for the annual meeting and will now report on the meeting procedures, the quorum, the present voting results. Stacy?

Thanks, John. Turning to the annual meeting. Mr. Chairman, a quorum is present for the transaction of business at today's annual meeting. In addition, voting at today's meeting will be by proxy. However, if anyone present holds their shares directly in record name, has not voted their shares and would like to do so now, please raise your hand, and we will provide you with a proxy card. Or if you are participating virtually, please take a moment now to cast your vote through the online voting platform by clicking the vote my shares button. I will now pause for a moment to address any final votes. [Voting]

Seeing no hands and having enabled final online votes to be cast, I now declare that the polls for voting are closed. Five items of business have been presented for the consideration of stockholders at this meeting. Proposal one, election of directors. The first proposal was the election of 2 directors constituting the entire class of directors to be elected for a 3-year term expiring at the 2023 annual meeting of stockholders. The directors nominated for reelection are: John M. Albertine; and Thomas C. Leonard. Mr. Chairman, the tally of the vote shows that a majority of the votes cast by the shareholders entitled to vote at this meeting were in favor of the election of the nominees and the nominees have been elected. For proposal 2, amendment and restatement of amended and restated employees stock purchase plan. The second proposal was to approve the amendment and restatement of our ESPP. Mr. Chairman, the tally of the proxies shows that the majority of the votes cast by the shareholders entitled to vote at this meeting were in favor of the approval of the amendment and restatement of the ESPP and the proposal is approved. Proposal 3, say-on-pay. The third proposal was to approve by a nonbinding advisory vote the following resolution, also known as say-on-pay. Resolved that the compensation paid to our named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the compensation discussion and analysis, the compensation tables and any related material disclosed in our proxy statement is hereby approved. Mr. Chairman, the tally of the proxies shows that a majority of the votes cast by the shareholders entitled to vote at this meeting were in favor of the approval of the adoption of this resolution and the proposal is approved. Proposal 4, grant of RSUs to our nonemployee directors. The fourth proposal was to approve a grant of restricted stock units to our nonemployee directors under our 2006 amended and restated equity incentive plan as amended. Mr. Chairman, the tally of the proxy shows that the majority of the votes cast by the shareholders entitled to vote at this meeting were in favor of the approval of the grant of restricted stock units to our nonemployee directors, and the proposal is approved. Proposal 5, ratification of the selection of auditors. Our fifth and final item of business was the ratification of the selection of KPMG LLP as our independent registered accounting firm for the 2020 fiscal year. Mr. Chairman, the tally of the proxies shows that a majority of the votes cast by the shareholders entitled to vote at this meeting were in favor of the ratification of the selection of our auditor and the proposal is approved. Mr. Chairman, this completes my voting report and concludes the business portion of our annual meeting. At this time, I want to pause and address any questions from stockholders. Seeing no questions at this time, I want to thank you and pass the call back over to Mr. Painter.

As there's no further business to present at the meeting, the meeting is declared adjourned. Thank you very much for participating.

This does conclude today's teleconference. Thank you for your participation. You may disconnect your lines at this time, and have a wonderful day.