nLIGHT, Inc. (LASR) Earnings Call Transcript & Summary

June 4, 2020

NASDAQ US Information Technology Electronic Equipment, Instruments and Components shareholder_meeting 8 min

Earnings Call Speaker Segments

Operator

operator
#1

Ladies and gentlemen, welcome to the nLIGHT, Inc. Annual Shareholder Meeting. I will now turn things over to Chairman and CEO, Scott Keeney.

Scott Keeney

executive
#2

Good morning, and welcome to nLIGHT's 2020 Annual Meeting of Stockholders. My name is Scott Keeney, and as President, Chief Executive Officer and Chairman of the Board of Directors of nLIGHT. I will be presiding over this meeting. Thank you for joining us today. It is now 9:00 a.m., and the meeting is officially called to order. Meredith Weisshaar, the company's Vice President, General Counsel and Corporate Secretary, will serve as secretary of the meeting and record the proceedings. She will also serve as the inspector of election. Also present are other members of our Board, our Chief Financial Officer, Ran Bareket; and certain other officers and employees of the company. In addition, [ Rod Clark, ] partner from KPMG, the company's independent registered public accountant; and Jeana Kim of Wilson Sonsini Goodrich & Rosati, the company's outside counsel, have joined us today. Additional information relating to our Board and the various committees of the Board is available in the proxy statement pertaining to this meeting. I will now ask Meredith Weisshaar, our General Counsel, to proceed with the next order of business.

Meredith Weisshaar

executive
#3

Thank you, Scott. This morning, our program will proceed as follows: first, we will conduct the official business of the 2020 Annual Meeting, during which there will be designated opportunity for stockholders to ask questions online. We ask that stockholders limit questions to those that relate to the formal business at hand. Second, after we have completed the official business of the meeting, we will open up the meeting to a general question-and-answer session with stockholders on the company's business. Questions may be submitted online. We do have a quorum present, which allows us to proceed to the official business of this meeting. We also have an affidavit from Broadridge Financial Solutions, certifying that a notice of Internet available of proxy materials relating to the 2020 Annual Meeting was first mailed and deposited with the U.S. Post Office on April 21, 2020, to stockholders of record as of April 6, 2020. The Board of Directors has appointed me to serve as inspector of election and I will tabulate the results of the voting. I will now turn to the official business of this meeting. As you know from the proxy statement, there are 2 proposals before this meeting today, and I will briefly describe each of the proposals, and then we will open the polls. The first proposal to be voted upon is the election of 3 Class II directors. The directors elected at today's meeting will serve for the 3-year term expiring at the 2023 Annual Meeting of Stockholders or until his successor is duly elected and qualified. Three candidates who have been unanimously nominated by the current Board of Directors are Bandel Carano, Raymond Link and Geoffrey Moore. Each of Mr. Carano, Mr. Link and Mr. Moore is able and willing to serve if elected. Information about each of them is contained in the proxy statement. If each nominee receives any affirmative vote, he will be elected as a Class II Director. The Board of Directors recommends a vote for the election of Mr. Carano, Mr. Link and Mr. Moore. Is there any discussion of the proposal? If so, please [ indicate ] online. Seeing no questions, we'll move to the second proposal. The second proposal is to ratify the appointment of KPMG as the company's independent registered public accountant for the 2020 fiscal year. The Audit Committee of the Board has selected KPMG as the company's independent registered public accountant for the 2020 fiscal year. As the company's independent registered public accountant, KPMG will audit the company's consolidated financial statements and may also perform certain nonaudit services that are preapproved by the Audit Committee of the Board. Stockholder ratification of the selection of KPMG is not required by the bylaws or by any other applicable legal requirements. However, the Board is seeking ratification of the appointment of KPMG as a matter of good corporate governance. The Board of Directors recommends a vote for this proposal. Is there any discussion of the proposal? All right. Seeing none, we will now proceed the voting, and the polls are open. It is not necessary to vote if you have already submitted a proxy card by Internet, telephone or mail, unless you wish to change your vote. If there is any stockholder present who wishes to vote at this time, please click on the Vote Here button, which can be found on the right-hand side of your screen. [Voting] It appears that all stockholders have submitted their proxies or ballots. And if there are no objections, I now announce that the polls are closed. And now as the inspector of election, I will tabulate the vote and summarize the tabulation with the results of the proposals. The preliminary tabulation results are as follows: for proposal 1, election of each of Bandel Carano, Raymond Link and Geoffrey Moore as Class III (sic) [ II ] Directors, our preliminary tabulation received immediately prior to and at this meeting indicate that each of the candidates, Bandel Carano, Raymond Link and Geoffrey Moore, named in the proxy statement, have been elected to serve for the 3-year term expiring on the 2023 Annual Meeting of Stockholders or until his successor is duly elected and qualified. And for Proposal 2, ratification of the appointment of independent auditors. Our preliminary tabulation of votes received immediately prior to and at this meeting indicates that the appointment of KPMG as the independent registered public accountant for the company for 2020 has been ratified. We will publicly report the final voting results from today's meeting on Form 8-K filing with the U.S. Securities and Exchange Commission within 4 business days of today's meeting. This concludes the official business scheduled for this 2020 Annual Meeting of Stockholders, and I will now turn the things back over to Scott Keeney for Q&A.

Scott Keeney

executive
#4

Thanks, Meredith. At this time, we will take questions from our stockholders. As a reminder, questions may be submitted online by stockholders of record. At this time, I see no questions. Thank you for attending this Annual Meeting of Stockholders. The meeting is now adjourned. Thank you.

Operator

operator
#5

Thank you for joining. You may now disconnect.

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