Mobix Labs, Inc. (MOBX) Earnings Call Transcript & Summary

I call the special meeting of stockholders of Mobix Labs, Inc. to order. I am Jim Peterson, Chairman of the Board. Also present is Fabian Battaglia, Chief Executive Officer and Director; Keyvan Samini, Chief Financial Officer and Director; Ian McKay from Continental Stock Transfer & Trust Company, the company's inspector of elections; and Laurie Green of Greenberg Traurig, LLP. I now present the affidavit of Continental Stock Transfer & Trust Company, showing that the notice of the meetings and proxy statements for the meeting was mailed on December 18, 2024, to all holders of record in the company's Class A common stock and Class B common stock as of the closing of business on December 16, 2024, the record date for the meeting and direct that such affidavit be filed in the minute book immediately following the minutes of this meeting. At this time, I appoint Ian McKay of Continental Stock Transfer & Trust Company to act as the Inspector of the meeting and ask him to execute his oath of office and direct that his executed oath of office be filed in the minute book immediately following the minutes of this meeting. Inspector?

I present the list of holders of record of Class A common stock and Class B common stock of Mobix Labs, Inc. as of the close of business on December 16, 2024, certified by Continental Stock Transfer & Trust Company, the company's transfer agent. As the inspector, I report that the number of issued and outstanding Class A stock and Class B stock of Mobix Labs, Inc. that are entitled to vote at the meeting is 33,806,049 and 2,004,901 shares, respectively. A majority of the aggregate number of Class A common stock and Class B common stock are represented at this meeting in person or by proxy. A quorum, therefore, is present.

The notice of the meeting having been given and a quorum being present, the meeting is lawfully convened, and we will proceed to transact business. The notice of the meeting and proxy statement given to the shareholders as of the record date describes 5 proposals to be voted on at the meeting. I hereby open the polls for voting on the proposal. It is 9:02 a.m. Pacific Time, January 3, 2025. First proposal. The first proposal is described as the equity grant proposal in the notice of the meeting and the proxy statement. The equity grant proposal will now be considered. Second proposal. The second proposal described as the equity incentive plan amendment proposal in the notice of meeting and proxy statement. The equity incentive planned amendment proposal will now be considered. Third proposal. The third proposal described as the 2023 warrant exercise proposal in the notice of the meeting and the proxy statement. The 2023 warrant exercise proposal will now be considered. Fourth proposal. The fourth proposal described as the 2024 warrant exercise proposal in the notice of meeting and proxy statement. The 2024 warrant excise proposal will now be considered. Fifth proposal. The fifth proposal is described as a Certificate of Incorporation amendment proposal in the notice of meeting and proxy statement. The Certificate of Incorporation amendment proposal will now be considered. Delivery of proxy, I hereby deliver proxies received from shareholders to the Inspector of Elections for voting purposes to the voting instructions contained in such proxies. Closing of the polls. The polls for voting on each of the 5 proposals are now closed. It is 9:04 a.m. Pacific Time on January 3, 2025. Inspector?

Proposal 1 through 4 have received the requisite shareholder vote for approval. Proposal 5 has not received the requisite shareholder vote.

Proposal 1 through 4 have been approved. All of the business that come before the meeting is now completed. I will entertain a motion to conclude the meeting.

I so move.

Thank you. I second the motion. The meeting is concluded at 9:05 a.m., Pacific Time, January 3, 2025.