Marcus & Millichap, Inc. ($MMI)

Welcome to the Annual Stockholders' Meeting of Marcus & Millichap, which will now come to order. I am George Marcus, Chairman of the Board of Directors. As you know, we are holding a virtual meeting again this year. At this time, please allow me to introduce Hessam Nadji, our CEO and a member of the Board of Directors, who will be presiding over the meeting. Hessam has been CEO since 2016 and a key member of senior management since 1996.

Thank you, George, and good afternoon, everyone. Let me begin by introducing our directors who are all in attendance today, starting with our founder and chairman, George Marcus, of course, Collete English Dixon, Norma Lawrence, Nick McClanahan, Lauralee Martin, George Shaheen and Don Watters. Also present on this call are a number of our company officers and representatives from Ernst & Young, the company's independent accountants. This afternoon, I will conduct the official business of the 2026 Annual Meeting, including certain formalities that we need to fulfill. I ask that you bear with us as we go through. I will then conclude with a short review of our business. The first order of business is an affidavit from Equiniti, the company's transfer agent certifying that each stockholder of record as of March 13, 2026, was mailed an official notice of this meeting, together with the proxy statement, proxy card, annual report and other materials necessary to vote. Steve Hoffman has been appointed to serve as Inspector of Elections, responsible for tabulating the results of the voting. Let me now call on Steve.

Thank you, Mr. Nadji. We have examined the proxies received as of this morning and over 91.7% of the shares of common stock entitled to vote at this meeting are represented by proxies.

We have a quorum, and this meeting may now proceed. We will address the matters on the agenda shown on your screen. The first matter to be voted upon is the election of the Class I members of the Board of Directors. Norma Lawrence and myself have been nominated to serve for a 3-year term expiring at the 2029 Annual Meeting of the Stockholders or until any successors are duly elected and qualified. The second matter to be voted on concerns the appointment of the company's independent auditors. The Board of Directors has appointed Ernst & Young as the company's independent public accounting firm for the year ending December 31, 2026. Ernst & Young has served as our auditors for many years. Thirdly, we asked our shareholders, on an advisory basis, to approve the compensation of the company's named executive officers as discussed in the proxy statement. We will now open the meeting to any questions about the 3 matters placed to vote before the shareholders. If you registered with your 11-digit voting control number previously provided and wish to ask questions, you may do so by clicking the Questions box located at the right of your screen. Please type and submit your questions, and we will return in just a few moments. There are no questions, and we will now proceed to vote on each of these matters. We will be open for further online voting for the next few moments. It is not necessary for stockholders to vote today if they have already sent in their proxy cards, voted electronically or by telephone unless they wish to change their vote. Those stockholders who wish to vote today should have received the required 11-digit control number. If you would like to vote today, please click on the Vote My Shares button located on the right side of the screen and follow the instructions. We will provide additional time for voting and return shortly. [Voting]

I declare the polls closed. I ask the Inspector of Elections, Steve Hoffman to present the preliminary results of the voting. Steve?

Upon tabulation of the preliminary votes, Norma Lawrence and Hessam Nadji have been elected as directors until the 2029 Annual Meeting. Additionally, the appointment of Ernst & Young as the company's independent auditor has also been ratified. Finally, the stockholders approved, on an advisory basis, the compensation of the company's named executive officers.

Thank you. And congratulations to Norma, and her election -- re-election, I should say, and I am honored to have also been approved as the Director of the Board. I will ask that the report of the inspector of election be filed with the secretary. The final results will also be reported in a Form 8-K to be filed with the SEC following this meeting. I will now provide a brief update on our business. 2025 marked gradual recovery following the severe and prolonged market disruption over the past 3 years. Despite ongoing market headwinds, we achieved revenue growth of 8.5% in 2025 while adjusted EBITDA improved to $25 million, up from $9 million in 2024. For the entire management team, this is a step in the right direction towards our potential and much higher aspirations. The company executed nearly 9,000 transactions totaling more than $50 billion in sales and financing volume, enabling MMI to maintain its #1 investment brokerage ranking by transaction count. Marcus & Millichap's long-standing market leadership reflects the strength of our specialized sales force and long-term client relationships across North America and every property type. Results improved in the company's private client business, which is incredibly important, which faced an unusual set of pressures from the severe pricing gap and constrained lending since 2023. Prices [indiscernible] are finally adjusted to levels that support more transactions, while regional banks and credit unions essential to smaller, lower-priced assets have gradually returned to the market. The decline in larger transactions reflected a difficult comparison to 2024 when our institutional division, IPA, led the initial stages of recovery. Our institutional platform remains well positioned for continued expansion and leveraging our synergies with a unique position that the company has had in accessing private investments. Revenue from financing grew 23%, driven by the addition of experienced originators over the past few years and our vast network of capital sources. We secured loans from 420 separate lenders on behalf of our clients last year, which enables stronger collaboration between our brokerage and financing teams. 2025 also marked a strong year for growing our sales force, the strongest in 7 years, in fact, which included adding nearly 100 professionals, including experienced [indiscernible] teams and individuals with a healthy pipeline of business and additional candidates waiting to be added to our sales force. Our exceptionally strong balance sheet enables ongoing investments in talent, infrastructure expansion, strategic acquisitions and continuation of our capital allocation plan. The company has returned $217 million to shareholders in the form of dividends and share repurchases since the expansion of our capital allocation plan in 2022, while maintaining a strong cash position and investment to support long-term value creation. Looking ahead, we remain disciplined in investments in cost management while continuing to focus on productivity across the organization. Our investments in technology, centralized services and data-driven tools, including early applications of AI are beginning to show leverage as the market begins to improve. In closing, I should note that this marks our 55th anniversary. And the principles that have guided Marcus & Millichap from the very start continue to drive the firm along with our focus on innovation, diversification and excellence in client service. It is now my pleasure to turn the call back over to our founder, George Marcus.

Thank you, Hessam. As always, your presentation was informative, and of your fine leadership is much appreciated by everyone. And now there will be no further business to come before the meeting, and the 2026 Annual Meeting of Stockholders of Marcus & Millichap is now adjourned. That concludes our meeting today. Thank you for your attention and for the shareholders' meeting.

Thank you for joining the meeting today. You may now disconnect.