Mueller Water Products, Inc. (MWA) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Mueller Water Products. Please note, today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Mr. O'Brien, Chairman of the Board of Mueller Water Products. Mr. O'Brien, the floor is yours.

Thank you. Good morning, and welcome to the Mueller Water Products 2021 Annual Meeting of Stockholders. I am Mark O'Brien, Chairman of the Board of Mueller, and I am pleased to be speaking on behalf of the Board. I now call this meeting to order. At this time, I am pleased to introduce our Board of Directors who have joined us telephonically for this meeting. They are John Hall, who is also our Chief Executive Officer; Shirley Franklin; Thomas Hansen; Jerry Kolb; Dr. Christine Ortiz; Bernard Rethore; Dr. Lydia Thomas; Michael Tokarz; Stephen Van Arsdell. I would also like to introduce some of our officers who have joined us telephonically: Martie Edmunds Zakas is our Executive Vice President and Chief Financial Officer; and Steve Heinrichs is our Executive Vice President, Chief Legal and Compliance Officer and Secretary. Finally, I am pleased to introduce Randy Gregson of Ernst & Young LLP, who has joined us telephonically. Our Audit Committee has engaged Ernst & Young as our independent registered public accounting firm for fiscal 2021. I will now outline the process for today's meeting, which will begin with the formal business portion. This consists of the election of Directors named in the proxy statement, the advisory resolution to approve executive compensation and the ratification of the appointment of our independent auditors. Mr. Heinrichs is serving as Secretary of the meeting and representative of Computershare is serving as our inspector of elections. After we have completed the voting portion of the meeting, Mr. Hall will provide a brief business overview. We will then open the floor to questions. And we'll answer those questions submitted by stockholders both in advance of and during this meeting. Stockholders who have logged into the web portal for the meeting using their control number may submit their questions through the portal. Please refer to the meeting rules of conduct posted on the web portal for procedures related to this meeting and the question-and-answer sessions. Please note that this meeting is being recorded. A playback of the meeting will be available within 24 hours after the meeting. No one attending via webcast or telephone is permitted to use any devices to record the meeting. I will now move to the formal business of the meeting. As of December 14, 2020, the record date for this meeting, there are -- were approximately 158 million shares of the company's common stock entitled to vote. The inspector of elections has reported that holders of at least 90% of the outstanding shares of common stock are represented today. We have a quorum, and the meeting is duly convened. Mr. Heinrichs has submitted an affidavit as for the mailing of the notice of this meeting, the form of proxy, the proxy statement and the annual report. A list of all stockholders of record entitled to vote at this meeting has been available at the company's office for at least the last 10 days and is available on the web portal for inspection by stockholders at any time during the meeting. We will announce the preliminary results of votes in our totals. The final vote count will be certified after the meeting and reported as required by the Securities and Exchange Commission. We are considering 3 proposals today, all of which are described in detail in the proxy statement provided to stockholders. One is the election of directors; two is the advisory vote on the compensation of our named executive officers; and three, a proposal to ratify the appointment of Ernst & Young as our independent registered public accounting firm for fiscal 2021. Only holders of Mueller's common stock on December 14, 2020, or holders of a valid proxy for such shares may address this meeting. I now declare the polls open. At this time, any stockholders who are logged on to the meeting using their control number and who have not already voted and would like to vote today can do so electronically by clicking the cast your vote link on your screen. If you have already voted and do not wish to change your vote, you do not need to take any further action. I will pause now for a moment to see if there are any votes. [Voting]

Mr. Heinrichs, please proceed with the proposal.

Thank you, Mr. Chairman. First, we will turn to the election of 10 directors to serve until the Annual Meeting of Stockholders in 2022. Information about each director is included in the proxy statement along with the Board's recommendations for the election of 10 Directors. No comments or questions have been received from stockholders related to the slate of Directors. The next item of business is the advisory vote on the compensation of our named executive officers. The proxy statement includes disclosure of the compensation of the named executive officers along with the Board's recommendation that stockholders approve the compensation. No comments or questions have been received from stockholders relating to this either. The final item of business is consideration of a proposal to ratify the appointment of Ernst & Young as the company's independent registered public accounting firm for the fiscal year ending September 30, 2021. The Board recommends a vote for this proposal. No comments or questions have been received from stockholders related to the appointment of Ernst & Young.

If you have not already voted, you can do so now following the instructions on your screen. I will pause for a moment so anyone voting can complete their ballots. The polls will be closed shortly. I hereby declare the polls are now closed. We will now report on the preliminary results of the balloting. Mr. Heinrichs, do you have a preliminary vote -- excuse me, the preliminary report of the inspector?

Yes, sir. I do. The inspector reports, on a preliminary basis, that approximately 90% of the votes cast have voted for the election of each of the 10 nominated directors; two, approximately 95% of the votes cast have voted for the proposal to approve, on an advisory basis, the compensation of the company's named executive officers; and three, approximately 99% of the votes cast have voted for the proposal to ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the 2021 fiscal year. Final voting results will be verified and tabulated by our inspector of elections and will be reported in a Form 8-K filed with the Securities and Exchange Commission. This concludes the report on the results of balloting, Mr. O'Brien.