Littelfuse, Inc. (LFUS) Earnings Call Transcript & Summary

Good morning. I'm Dave Heinzmann, President and Chief Executive Officer of Littelfuse, Inc. It's my pleasure to welcome you to the 2021 Annual Meeting of the Stockholders of Littelfuse. Thank you for joining us today. We're excited to be hosting our virtual meeting, which allows us to support the health and well-being of our stockholders during the COVID-19 pandemic. We have stockholders attending via the web portal. This Annual Meeting of Stockholders is held for the purposes described in the proxy statement prepared by the company for this meeting and provided to our stockholders. The meeting is now called to order. In addition to myself, the following members of the current Board of Directors are in attendance virtually today: Gordon Hunter, Kristina Cerniglia, T.J. Chung, Cary T. Fu, Maria, C. Green, Anthony Grillo, John E. Major, William P. Noglows, Nathan Zommer. After the formal meeting concludes, we will have a question-and-answer period. So please hold your questions until that time. [Operator Instructions] The formal business of this meeting will begin with proof that the proper notice of meeting has been given, and the quorum is present. Ryan Stafford, our Corporate Secretary, has informed me that the notice of Internet availability of proxy materials for this meeting was mailed on March 12, 2021, to each stockholder of record as of the close of business on February 25, 2021, the record date for this meeting. And that this notice complies with the requirements of the bylaws of the company and the laws of the state of Delaware. The affidavit from Broadridge Financial Solutions attesting to the mailing of the notice of the meeting will be filed with the records of the meeting. A complete list of stockholders as of the record date has been filed -- on file for the past 10 days and has been available during that period for inspection by any stockholder. In advance of this meeting, Mr. [ Gerald Lane ] of Broadridge Financial Solutions was appointed to serve as the inspector of election for this meeting. Mr. Lane is present virtually today and has executed his oath of office, which will be filed with the records of this meeting. Mr. Lane informed me that more than 96% of the company's shares entitled to vote at this meeting are represented here in person or by proxy. As more than a majority of the shares are represented in this meeting and proper notice of this meeting has been established, I declare this meeting properly constituted for the transaction of business. Now let's turn to the items of business for today's meeting, each of which is described in detail in the proxy statement. Please note that we will give stockholders an opportunity to ask questions regarding the proposals themselves after all proposals are presented. The first item is the election of 9 director nominees to the Board of Directors. Directors elected at this meeting will serve a 1-year term expiring on the 2022 Annual Meeting of Stockholders or until their successors are duly elected and qualified. You can find more information about the 9 nominees in the proxy statement. It's a recommendation of the Board of Directors that the nominees each be elected. The 9 directors who have been nominated for election are: Kristina A Cerniglia; T.J. Chung, Cary T. Fu, Maria C. Green, Anthony Grillo, David W. Heinzmann, Gordon Hunter, William P. Noglows, Nathan Zommer. The next order of business is the adoption of a resolution approving, on an advisory basis, the compensation of our named executive officers as disclosed in the compensation discussion and analysis, the compensation table and the accompanying narrative as presented in the company's proxy statement. It's a recommendation of the Board of Directors that the resolution be adopted. The next order of business is the approval of the ratification of the appointment of Grant Thornton LLP by the Audit Committee of the Board of Directors to serve as the independent auditors of the consolidated financial statements of the company and its subsidiary companies for the 2021 fiscal year ending January 2, 2022. Mr. [ James Tisch ] of Grant Thornton is with us today via teleconference to respond to any questions. If you have any questions for Mr. Tisch, they can be submitted through the web portal. It is the recommendation of the Board of Directors that the appointment of Grant Thornton for 2021 be approved and ratified. If any stockholder would like to ask a question about any of the proposals, please submit your question through the web portal.

Dave, there are no questions.

There being no questions, I hereby declare the polls to be open of this date and time for voting on these matters. Any stockholder who hasn't yet voted or wishes to change their vote may do so by clicking on the Voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or Internet and do not want to change your vote do not need to take any further action. Now that everyone has had the opportunity to vote, I declare the polls closed as of this date and time. Prior to the meeting, Mr. Lane, as the inspector of the election for this meeting, informed me that pending final tabulation of the votes, each of the 9 director nominees received a majority of the votes cast at the meeting. A majority of the shares represented in person or by proxy at this meeting voted for the approval of the compensation of the company's named executive officers. A majority of the shares represented in person or by proxy at this meeting voted in favor of the approval and ratification of the appointment of Grant Thornton as independent auditors of the company's consolidated financial statements for the 2021 financial fiscal year ending January 2, 2022. The exact number of votes cast for, against or otherwise with respect to each of the foregoing matters will be reflected by Mr. Lane's inspector of election certificate, which will be filed with the records of this meeting and will be reflected in the final vote results in a Form 8-K to be filed within 4 business days. I am now pleased to declare that all 9 nominees have been reelected as directors. The resolution approving the compensation of the company's named executive officers has been adopted. And the appointment of the Audit Committee of Board of Directors of Grant Thornton as the independent auditor of the company's consolidated financial statements for the 2021 fiscal year ending January 2, 2022, has been approved and ratified. Before we conclude the formal portion of the meeting, I want to recognize the retirement of John Major, a member of the Littelfuse Board of Directors since 1991. John has played an important role in the success and growth of our company over the last 30 years. John has provided valuable insights to our Board over the years, drawing on his experience from having served as an executive officer and on the Boards and Board committees of several leading technology companies. John's vision and expertise in matters of corporate governance and his expertise in technical development have been important attributes. I want to thank him for his service, and I wish him well as he retires from the position on the Littelfuse Board of Directors. Does any stockholder wish to properly bring any other items of business before the meeting? If so, please submit the matter through the web portal.

Dave, there are no other items of business.

There being no further business, I declare the meeting adjourned. We will now allow time for you to ask questions. [Operator Instructions] Please note, we will attempt to answer as many questions as time allows but only questions that are germane to the meeting will be addressed. If for any reason, your question was not responded to during the meeting, please contact our Investor Relations department who will provide a response separately. Our Investor Relations department's contact information is posted on our Investor Relations website.

Dave, there are no questions.

That concludes our meeting. We thank you for your attendance today and continued support. Thank you, and have a great day.