KB Home (KBH) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of KB Home. Please note that today's meeting is being recorded. [Operator Instructions] And now it's my pleasure to turn today's meeting over to Jeff Mezger. Mr. Mezger, the floor is yours.

Thank you. Good morning, and welcome to KB Home's 2023 Annual Meeting of Stockholders. I'm Jeff Mezger, Chairman, President and Chief Executive Officer of KB Home, and it is my pleasure to call the meeting to order. The meeting will be conducted under the posted rules of conduct so that we can have an orderly proceeding. I will start by identifying the other members of the Board of Directors who are participating in the meeting. Art Collins, Founder and Managing Partner of the group; Dorene Dominguez, Chairwoman and Chief Executive Officer of the Vanir Group of Companies; Kevin Eltife, Founder and owner of Eltife Properties; Dr. Stuart Gabriel, Director of the Ziman Center for Real Estate at UCLA, and distinguished Professor of Finance and Ardent Realty Chair at the UCLA Anderson School of Management; Dr. Tom Gilligan, Emeritus Senior Fellow at the Hoover Institution at Stanford University, and also a clinical professor of finance and senior scholar at the McCombs School of Business Salem Center for Policy; Jody Kozlak, Founder and CEO of Kozlak Capital Partners; Melissa Lora, Former President of Taco Bell International; Brian R. Niccol, Chairman and Chief Executive Officer of Chipotle Mexican Grill; and James Weaver, CEO and Chairman of CW Interests. In addition, we are pleased to have first-time director nominee Jose Barra, Senior Vice President, Merchandising Décor, The Home Depot, Inc. I will also recognize and thank for his significant service to KB Home, Tim Finchem, Board Chair of The First Tee and the former PGA Tour Commissioner retiring Director. We will now proceed with the official business of the meeting. And for that, I will turn the meeting over to Brian Woram, General Counsel.

Thank you, Mr. Chairman, and good morning, everyone. This part of the meeting is being conducted according to the notice of meeting and proxy statement made available beginning on March 10, 2023, to all stockholders of record on February 24, 2023. As noted by our Chairman, the meeting is being conducted under the rules of conduct that are posted to the meeting site. Among other matters, the rules cover how stockholders may ask and addressable question at the meeting. The minutes of the KB Home Annual Meeting of Stockholders held on April 7, 2022, are available through Mr. Tony Richelieu, our Corporate Secretary. Mr. Richelieu and Mr. Mark Cano of Computershare will act as inspectors of election. The inspectors have reported that the holders of significantly more than a majority of the outstanding capital stock of the company entitled to vote at this meeting are present in person or by proxy. On behalf of our Chairman, I therefore declare that a quorum is present, that this meeting is duly constituted and then the polls are open. Stockholders who have not voted or who wish to change a vote, they do so now by clicking on the Vote tab on the website. Any stockholder who has already voted and does not wish to change his or her vote need not take any further action. We will now proceed to the presentation of the items of business for this meeting that were included in the Proxy Statement and that are subject to stockholder vote. The first item of business is the election of 11 directors to serve on the KB Home Board. As set forth in the proxy statement, your Board has nominated and recommends the election of the following 11 persons to serve for a 1-year term: Mr. Jose M. Barra, Mr. Arthur Collins, Ms. Dorene Dominguez, Mr. Kevin Eltife; Dr. Stuart Gabriel, Dr. Thomas Gilligan; Ms. Jodeen Kozlak, Ms. Melissa Lora, Mr. Jeffrey Mezger, Mr. Brian Niccol and Mr. James Weaver. To be elected, each director nominee must receive more votes for the nominee than votes against the nominee. The second item of business is a nonbinding advisory resolution to approve named executive officer compensation as set forth in the proxy statement. This advisory resolution will be considered approved if a majority of eligible shares present or represented at the meeting are voted for approval. The third item of business is to ratify the appointment of Ernst & Young LLP as KB Home's independent registered public accounting firm for the current fiscal year ending November 30, 2023. This appointment of Ernst & Young LLP, a representative of which is participating in the meeting will be considered gratified as a majority of eligible shares present or represented at the meeting are voted for ratification. The fourth item of business is the approval of the amended and restated KB Home 2014 Equity Incentive Plan as set forth in the proxy statement. This resolution will be considered approved if a majority of eligible shares presented or represented at the meeting are voted for approval. The fifth item of business is a nonbinding advisory resolution to approve the frequency of the named executive officer compensation advisory vote as set forth in the proxy statement. The frequency option annual, biannual or triennial that receives a plurality of the votes cast on this item, will be deemed to be the preferred option of stockholders. I declare that polling for the matters presented at this meeting and online voting are now closed. The final results of the matters voted on at this meeting will be reported in an appropriate public filing within the applicable filing deadline. This completes the official business of the meeting. According to the rules of conduct, a stockholder may ask up to 2 questions on topics pertinent to the meeting. The company may address pertinent questions during the meeting orally or through the chat function on the meeting website. Additionally, if a stockholder has a follow-up question on a pertinent topic, the company will attempt to respond after the meeting concludes. We have received no pertinent questions. Therefore, may I have a motion to conclude the meeting.

So moved.

I second.

Thank you, and thank you for the second. I declare the meeting concluded, and thank all of our stockholders for attending.

This concludes the meeting. You may now disconnect.