NextEra Energy, Inc. (NEE) Earnings Call Transcript & Summary

May 18, 2023

New York Stock Exchange US Utilities shareholder_meeting 11 min

Earnings Call Speaker Segments

John Ketchum

executive
#1

Good morning, everyone. Welcome to the Annual Meeting of the Shareholders of NextEra Energy. I'm John Ketchum, your Chairman and CEO, and I hereby call this meeting to order. Let me begin by thanking all of you for attending this meeting or for listening in via webcast. I would like to begin by making a few introductions. First, on the dais with me today is Charlie Sieving, Executive Vice President and General Counsel. Also in the room is Scott Seeley, Vice President of Compliance and Corporate Secretary, who will assist in the business of the meeting. Also with us today are other senior officers of NextEra Energy, Florida Power & Light Company and NextEra Energy Resources. Next, I will introduce the individuals who are joining me today as nominees for election to our Board of Directors. Please stand when I call your name. The nominees are: Nicole Arnaboldi, partner of Oak Hill Capital, an investment firm. Nicole has been a director since October 2022. Sherry Barrat, the retired Vice Chairman of Northern Trust Corporation, a financial holding company headquartered in Chicago. Sherry has been a director since 1998. Jim Camaren, a private investor and former Chairman and CEO of Utilities, Inc., which was one of the largest investor-owned water utilities in the United States. Jim has been a Director since 2002. Ken Dunn, Emeritus Professor of Financial Economics and former Dean of the David A. Tepper School of Business at Carnegie Mellon University, Ken has been a Director since 2010 and cannot join us in person today. Naren Gursahaney, a member of the Board of Stericycle, Inc. a U.S.-based business-to-business provider of compliance-based solutions that protect people and brands, promote health and well-being and safeguard the environment. Naren has been a director since 2014. Kirk Hachigian, former Chairman and CEO of JELD-WEN Holding, Inc. and former Chairman and CEO of Cooper Industries. Kirk has been a director since 2013. Amy Lane, the retired Managing Director and Group Leader of the global Retailing Investment Banking Group of Merrill Lynch & Company. Amy has been a director since 2015. David Porges, former Chairman of Equitrans Midstream Corporation and former Chairman and CEO of EQT Corporation. David has been a director since 2020. Dev Stahlkopf, Executive Vice President and Chief Legal Officer of Cisco Systems, and the former Corporate Vice President, General Counsel and Corporate Secretary of Microsoft. This is Dev's first year on the ballot. Art Stall, retired President of NextEra Energy's Nuclear division and our former Chief Nuclear Officer. Art has been a director since May 2022. And Darryl Wilson, retired Vice President of GE Power. Darryl has been a director since 2018. I would like to confirm the attendance of our independent auditors, Deloitte & Touche. Representing the firm this morning are John Slyh and Sarah Goldberg. Now let's get to the business of the meeting, which will include a description of the items of business that require approval of shareholders, a discussion of those items only and a vote on those items. When we finish the business of the meeting, I will adjourn the meeting. With that, I will ask for confirmation that we have a quorum present so we may conduct the business of the meeting.

Charles Sieving

executive
#2

Mr. Chairman, 88% of our outstanding shares are entitled to vote are present, so we have a [ quorum ].

John Ketchum

executive
#3

Thank you, Charlie. We have 5 items of business today, including one shareholder proposal, if that shareholder or a representative is here to present it. Item #1 is the election as directors of the nominees specified in the proxy statement. Item #2 is the ratification of the appointment of Deloitte & Touche LLP as NextEra Energy's independent registered public accounting firm for 2023. Item #3 is the approval by nonbinding advisory vote of NextEra Energy's compensation of its named executive officers as disclosed in the proxy statement. And item #4 is the nonbinding advisory vote of the frequency of future nonbinding shareholder advisory votes of the compensation of our named executive officers. And item #5 is proposed by the New York City Employees' Retirement System. Is the proponent or representative proponent here today? If so, please step to the microphone, introduce yourself and present your proposal.

Yumi Narita

attendee
#4

Thank you. Good morning, Mr. Ketchum, members of the Board and fellow shareholders. My name is Yumi Narita. I'm the Executive Director of Corporate Governance for the New York City Pension Funds. I'm presenting Proposal 5 on behalf of New York City Comptroller, Brad Lander, and several New York City pension funds, which hold a substantial number of NextEra's shares valued at over $213 million. Proposal 5 asks the company to disclose, in its annual proxy statement, each director's self-identified gender, race and/or ethnicity, as well as the skills and attributes that are most relevant to the company's overall business, long-term strategy and risks. Speaking from a personal perspective, I understand not wanting to stand out, the desire to blend in, but I also think it's important to lead by having the courage to self-identify as a racial or ethnic minority as I have developed professionally being on the investor side for almost 2 decades, that means working in the financial industry, which has not been known for employee diversity. I've come to recognize how important it is to be vocal about my background as an Asian woman to ensure that those who are still in the early stages of their careers can feel safe and empowered to do the same. I'd like the directors to understand that it takes courage to be different, and to put in a legal document how you self-identify. But after the pandemic, after the George Floyd protest, I do think the world is evolving and we need to recognize that disclosures moving forward. According to DiversIQ, almost half of all S&P 500 companies are disclosing the gender and race or ethnicity for each individual director, an increase from only 3.7% in 2019. These boards include those of large investors such as BlackRock, who disclose an individualized Board matrix. Directors should -- directors stand for election of individuals at a public company, and should provide reasonable disclosure instead of shielding themselves in aggregate and unusable information, such as the Board's [ slate ] includes racial, ethnic diversity, 17%. Shareholders need information on the skills, experience and diversity of individual directors to assess the quality of each nominee and make informed voting decisions. This is particularly important in the era of universal proxy cards. Thank you for the Board's reconsideration and for shareholders' support.

John Ketchum

executive
#5

Thank you. I declare that Item #5 is properly presented. In addition to these 5 items, we received the shareholder proposal related to lobbying disclosure. The proponent withdrew this proposal before we filed the proxy statement as we have agreed to remove the $25,000 threshold from our trade association dues disclosure policy, as well as to disclose in December of each year, any payments made in the prior year to 501(c)(4) organizations that write or endorse model legislation relevant to our company's business. We will now have a discussion on the items of business on the ballot only. If you are a shareholder and have a comment or question on these items of business, please come to the microphone, state your name and the number of shares you own and introduce yourself. Are there any comments or questions on these items of business? Seeing no other questions, and since under our bylaws no other nominations or proposals will be timely, we will now conduct the vote. Those who want to cast a ballot or submit a proxy, please raise your hand and a balloting representative will assist you. If you have already sent in your proxy or are submitting it now, you do not need to fill out a ballot. [Voting]

John Ketchum

executive
#6

It appears that all shareholders wishing to vote by ballot have done so, so I hereby declare the polls closed. I believe that the inspector of election has provided the preliminary results of the vote to the General Counsel. Charlie, would you please announce the preliminary results?

Charles Sieving

executive
#7

Sure. Mr. Chairman, the preliminary results are as follows: on item 1, the election of directors, all nominees received 90% of the votes cast, therefore, all of them have been elected; on item #2, nearly 95% of the votes cast have approved Deloitte & Touche as our independent registered public accounting firm for 2023, so the appointment has been ratified; on item #3, nearly 79% of the votes cast have approved, by nonbinding advisory vote, the compensation of our named executive officers, so the compensation has been approved; on item #4, of the three options offered to shareholders, the 1-year option that received the greatest number of votes had nearly 99%, and so the frequency option preferred by shareholders for future say-on-pay advisory votes related to the compensation of our named executive officers will be considered to be 1 year; and on item #5, more than 51% of the votes cast are against the shareholder proposal related to a Board skills disclosure, so that proposal has not been approved.

John Ketchum

executive
#8

Thank you, Charlie. As we have completed our business, I hereby declare that the NextEra Energy Annual Meeting of Shareholders is adjourned. Please be safe and enjoy the rest of your day.

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