Liberty Energy Inc. (LBRT) Earnings Call Transcript & Summary

Good morning. This is the sixth Annual Meeting of Stockholders of Liberty Energy Inc. My name is Chris Wright, and I am Chairman of the Board and Chief Executive Officer of your company. I will preside at this meeting. Welcome, and thank you for attending. I hope you either received the company's 2023 annual report prior to this meeting or that you pulled it up on our website today. If you read the letter that begins just inside the report, you'll have an excellent summary of Liberty's performance in 2023. Now let me give you an outline of the plan for this meeting. First, I will introduce our directors up for reelection, and then we'll take care of the official business of this meeting. The following members of our Board of Directors are standing for election today, Ken Babcock. Mr. Babcock is currently the Chief Executive Officer of Abaco Energy Technologies, LLC, which focuses on opportunities in manufacturing and services related to North American drilling, completion and production and associated infrastructure. Prior to joining Abaco, Mr. Babcock was the President and Chief Executive Officer of Titan Specialties Ltd. and prior to that, served as President and Chief Executive Officer of International Logging, Inc. Mr. Babcock serves on the Compensation Committee of your company. Audrey Robertson. Ms. Robertson is a co-founder of Franklin Mountain Energy, LLC, a private oil and gas company operating in the Permian Basin and currently serves as its Executive Vice President of Finance, and prior to that, was its Chief Financial Officer since September 2018. She previously worked as a co-founder and managing partner of Copper Trail Partners, private equity platform based in Denver. And before that, she served as a partner and Senior Managing Director at Kayne Anderson Capital Advisors. Ms. Robertson has previously served on the Board of Directors for Bonanza Creek Energy and for Extraction Oil and Gas. Christopher A. Wright, I am also standing for reelection today. I've been your Chief Executive Officer since December 2016 and the Chief Executive Officer of Liberty's predecessor company since its formation in March 2011 until Liberty's IPO. I also serve as the Executive Chairman of Liberty Resources LLC, an oil and natural gas exploration and production company. I'm currently a member of the Board of Directors for Urban Solution Group and the Federal Reserve Bank of Kansas City, Denver branch. Now we will turn to the formal business of our meeting. Before we continue, I would like to make the following announcement. As described in the notice and proxy statement previously distributed, you are entitled to participate in and vote at this meeting if you were a stockholder as of the close of business on February 21, 2024, which is the record date for this meeting, or if you had a legal proxy for the meeting provided by your bank, broker or nominee. If you have a voting control number issued by Equiniti Trust Company, LLC, our company's transfer agent, and wish to vote during this meeting, you may do so by clicking the proxy voting site link on the left-hand panel of your screen. [Operator Instructions] A digital copy of the notice and proxy statement is also available for your review. You may access that document by clicking on the link named meeting materials on the left-hand side of your screen. An agenda that outlines the order of business for the meeting is displayed on the screen. There are 4 matters on the agenda today. Item 1, we are voting to elect 3 Class II directors. Item 2, we are voting on a resolution to approve on a nonbinding advisory basis the compensation of the company's named executive officers. Liberty stockholders are entitled to vote at this meeting to approve the compensation of the company's named executive officers as disclosed in the proxy statement. This is an advisory vote only, and it is not binding on the company or on the Board of Directors. A specific resolution is set forth in the proxy statement. Item 3, we are voting to ratify the selection of Deloitte & Touche LLP as external auditors of the company for the current year. Deloitte was recommended by the Board's Audit Committee, which is made up entirely of directors who are independent under New York Stock Exchange rules. Deloitte has been the external auditor of your company since 2016. They have done a confident job, and the Board recommends their selection for the fiscal year 2024. Tessa Schneider, a partner with Deloitte & Touche LLP is in attendance today. Ms. Schneider is in charge of the external audit team from Deloitte for our company. Ms. Schneider will be available to answer questions during the last part of the meeting. Item 4, we are voting to approve an amendment and restatement of our company's long-term incentive plan. Mr. Elliott, the Chief Legal Officer of your company, will act as Secretary of this meeting, record the minutes and see that they have attached all the necessary documents and exhibits. The inspector of election today is Steven Hoffman of Equiniti Trust Company, our company's transfer agent. Mr. Hoffman has taken the necessary oath and has advised that we have a quorum present. So this is an official meeting, and we can proceed with our business. During this meeting, we will address the matters described on the agenda shown on your screen, voting will be completed, an announcement will be made regarding the preliminary results, and then the formal meeting will be adjourned. Questions should be restricted to the procedures for the meeting and the proposals under consideration. Thank you for your understanding. If you are eligible to vote and have not submitted your ballot or proxy or if you want to change your vote, please cast your digital vote in the function located on the left-hand side of the screen. Ballots will be tallied after we have voted on all matters and on the agenda. Upon receipt of the balance, the polls will officially be closed. The digital votes cast today will be counted in the final tally along with the proxies previously received. We will announce the preliminary results of the voting at the end of the meeting. The polls are now open for the 4 items of business as of 9:08 a.m. The first item of formal business is the election of 3 Class II directors each for a 3-year term. The second item of formal business is to hold a nonbinding advisory vote on the compensation of the named executive officers of the company. The third item of formal business is to ratify or reject the Audit Committee's selection of Deloitte & Touche LLP as auditors to audit the accounts of your company for the current fiscal year ending December 31, 2024. The fourth and final item of formal business is to vote on the amendment and restatement of the company's long-term incentive plan. The floor is now open for questions and discussion concerning the proposals. [Operator Instructions] We will respond to as many questions as practical. Voting is by proxy and digital ballot. Each share of common stock is entitled to one vote. Let me remind you that if you've already sent in your signed proxy, there is no need for you to cast a ballot now unless you wish to change the vote that you put on the proxy. The individuals named in the proxy will vote your shares as indicated on the proxy that you already have mailed in or delivered to us. As a reminder, if you are voting today, please make sure you have your voting control number as issued by Equiniti and click the proxy voting site link on the left-hand side of your screen. We will now provide some additional time for the submission of voting. [Voting]

There being no further business to come before the meeting, I declare the polls are now closed for all items of business as of 9:12 a.m. No additional ballots, proxies or votes and no changes or replications will be accepted. The proxies and digital ballots will now be tabulated by the inspector of election. We'll be happy to entertain any stockholder questions at this time. Does anyone have a question? Based upon preliminary information provided by the Inspector of Election, I can report that: number one, each of the Class II nominees for the Board of Directors has received sufficient votes to be elected, and each is therefore duly elected to hold office for a term expiring in 2027. Number two, a proposal to approve by nonbinding advisory vote the compensation of the named executive officers has received a majority of the votes cast and the compensation as outlined in the proxy is therefore approved. Number three, the proposal to ratify the selection of Deloitte & Touche LLP as independent auditors of your company for the current year has received a majority of the votes cast and is therefore ratified. Number four, the proposal to amend and restate the company's long-term incentive plan has received a majority of the votes cast and is therefore approved. The final voting results, including any ballots and proxies recorded during this meeting will be set forth in the report of the Inspector of Election and will be included in the minutes of the meeting. The final voting results will be reported in a Form 8-K to be filed with the Securities and Exchange Commission within 4 business days following this meeting. Before adjourning, I would like to thank all of our stockholders and especially those who sent in a proxy for this meeting and those in attendance at this virtual meeting. The meeting is now adjourned.