Monolithic Power Systems, Inc. (MPWR) Earnings Call Transcript & Summary

June 11, 2020

NASDAQ US Information Technology Semiconductors and Semiconductor Equipment shareholder_meeting 6 min

Earnings Call Speaker Segments

Operator

operator
#1

Hello, and welcome to the Annual Meeting of Stockholders of Monolithic Power Systems. Please note that today's meeting is being recorded. During the meeting, we will have a question-and-answer session. [Operator Instructions] It is now my pleasure to turn today's meeting over to Saria Tseng, General Counsel of Monolithic Power Systems. Ms. Tseng, the floor is yours.

Saria Tseng

executive
#2

Thank you, operator. Good morning, ladies and gentlemen. My name is Saria Tseng, and I'm General Counsel of Monolithic Power Systems. I will act as Secretary of the meeting and report the minutes. It is a pleasure to welcome you to the MPS Annual Meeting of Stockholders. The meeting is now called to order. Before proceeding to the formal business, I would like to introduce the following participants: We have Bernie Blegen, our Chief Financial Officer on the line and also Evan [ Cast ], who is a partner with our independent audit firm, Ernst & Young on the line as well. I have proof by affidavit signed by [ William Johnson ], an employee of Computershare that the annual meeting mailing was completed on May 1, 2020, to all registered stockholders of record at the close of business on April 20, 2020. Additionally, I have an affidavit signed by Andrew Latora, an employee of Broadridge Financial Solutions, that the annual meeting material mailing to the beneficial stockholders was completed on May 8, 2020. These affidavits, together with cognize of the annual meeting notice, proxy statements and proxy cards will be filed with the minutes of the meeting. The Board of Directors have designated me as inspector of election. I have executed an oath to carry out the duties impartially and to the best of my ability. The oath of the inspection of election -- inspector of election will be filed with the minutes of this meeting. We have present by proxy a provision number of shares to constitute a quorum in the light to declare the meeting to be duly convened for purpose of the transaction in such business as may properly come before it. If you have already cast your vote, we have counted your vote. Those of you that have not yet voted and have registered with Computershare to attend this virtual meeting, you may vote during this webcast, and your vote will be counted. First item of business is the nomination and the election of 2 directors to serve until the annual meeting in 2023 and until their successors are duly elected and qualified. The following 2 directors are nominated by the Board of Directors: Victor Lee and James Moyer. The second item of business is ratification of the independent auditors. The Board of Directors has appointed Ernst & Young, independent auditors to audit the company's financial statements for the fiscal year ending December 31, 2020. The stockholders are voting on whether to ratify this appointment. The third item of business is an advisory vote on the 2019 compensation of the company's executive officers. As disclosed in a compensation discussion and analysis in the proxy statement. This item is commonly referred to as the say-on-pay vote. The fourth item of business is the approval of the company's amended and restated 2014 Equity Incentive Plan. I now declare the poll closed. As the inspector of election, I would like to report on the preliminary results of the vote cast. I hereby report that there were 42.9 million shares of common stock entitled to vote represented at this meeting, either in person or by proxy, comprising 96% of the outstanding common stock of the company as of the record date of April 20, 2020. In voting for directors, I hereby report that 30.8 million shares were in favor of the appointment of Victor Lee, representing 73% of the votes cast and 24.6 million shares were in favor of the appointment of James Moyer, representing 59% of votes cast. Both directors are, therefore, reelected. In voting for the ratification of Ernst & Young as auditors of the company, I hereby report that 42.9 million shares were in favor of this appointment, representing 100% of the votes cast. The appointment of Ernst & Young as the company's independent auditor is therefore ratified. In voting for the say-on-pay proposal, I hereby report that 41.3 million shares were in favor of this proposal representing 98% of the votes cast. The executive compensation is thereby approved. In voting for the approval for the amended and restated 2014 Equity Incentive Plan, I hereby report that 29.5 million shares were in favor of the proposal, representing 70% of the votes cast. The plan is hereby approved. The final number of votes will be included in the minutes of the meeting and in an 8-K that will be filed with the SEC within 4 business days. This concludes the formal proceedings. The meeting is now open for questions. Operator, are there any questions?

Unknown Attendee

attendee
#3

There are no questions.

Saria Tseng

executive
#4

So now the meeting is adjourned. Thank you so much.

Operator

operator
#5

Ladies and gentlemen, this concludes the meeting. You may now disconnect. And please have a pleasant day.

Saria Tseng

executive
#6

Thank you.

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