Nordson Corporation (NDSN) Earnings Call Transcript & Summary

Good morning, and welcome to the 2021 Virtual Annual Meeting of the Shareholders of Nordson Corporation. I am Sundaram Nagarajan, President and CEO. Joining us today are Michael Merriman, Chair of Nordson Corporation's Board of Directors; and Gina Beredo, General Counsel and Secretary of the company and who will serve as the secretary of the meeting. We are pleased to host our first virtual meeting. I extend a special welcome to our shareholders who have joined us today. Now I'll turn the meeting over to the Chair of the Board, Mike Merriman.

Thank you, Naga, and welcome, everyone, to the meeting. I'd like to welcome our directors, all of whom are present in attending via teleconference due to the COVID-19 pandemic. Also present are representatives of the registered public accounting firm, Ernst & Young LLP, our independent accounting firm. We also have stockholders attending via the web portal. The Board of Directors fixed January 4, 2021, as the record date for the determination of the shareholders entitled to receive the notice of and vote -- to vote at this meeting. A special welcome to each of you. At the end of the meeting, Naga will answer any questions that were previously submitted via the web portal. Please note that the meeting is being recorded. However, no one attending via the webcast is permitted to use any audio recording device. Ms. Secretary, will you please report regarding the notice of the meeting and the proof of its mailing and the matters to be taken up at this meeting.

Yes, and thank you, Mr. Chairman. I have an affidavit from our mailing agent, wherein the agent, Broadridge, has certified that it mailed the notice and proxy statement for the 2021 Annual Meeting of Shareholders, the form of proxy and the 2020 annual report to shareholders to each shareholder of record, commencing on January 22, 2021. The agent's certification and these documents will be filed as part of the records of the meeting. The company's records show that 58,109,370 shares of the company's common stock were issued and outstanding as of the record date and are entitled to be voted at this meeting. We are informed by the inspector of election that they are presented -- represented in person or by proxy, shares of common stock representing 54,126,066 votes, which is approximately 93.1% of the total number of shares entitled to vote on the record date. Therefore, a quorum is present, and this meeting is duly constituted. The Board of Directors has proposed 4 items of business for this meeting, all of which are more fully described in the proxy statement. The first item is the election of John DeFord, Art George, Frank Jaehnert, Ginger Jones and Jenny Parmentier to serve as directors for terms ending in 2024. No other nominations were submitted in advance as required by the company's amended regulation, so the nominations are closed. The second item is the proposal to ratify the company's appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending October 31, 2021. The third item is the advisory vote on the compensation of the company's named executive officers. And the fourth item is to approve the Nordson Corporation 2021 stock incentive and award plan. The polls are open. Any stockholder who has not yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and follow the instructions there. Shareholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote, do not need to take any further action. [Voting]

Now that everyone has had the opportunity to vote, I now declare the polls for the 2021 Nordson Corporation Annual Meeting of Shareholders closed.

Thank you, Madam Secretary. Do we have preliminary voting results?

We do. Mr. Chairman, we have been informed by the inspector of elections that the preliminary vote report shows that each of the director nominees has been elected. The proposal to ratify the company's appointment of Ernst & Young as the company's independent registered public accounting firm for the fiscal year ending October 31, 2021, has received a majority of the votes cast and has, therefore, been duly adopted. The compensation of the named executive officers has been approved by advisory votes. The proposal to approve the Nordson Corporation 2021 stock incentive and award plan has also received a majority of the votes cast and has, therefore, been duly adopted. Finally, and for the record, cumulative voting has not been invoked.

The meeting is now adjourned, and I will turn it over to Naga to respond to any previously submitted questions.

Thank you, Mike, and thank you, shareholders for your continued votes of confidence. Before we conclude, I'd like to address 2 questions that were submitted to the web portal prior to today's meeting. The questions were focused on talent development programs, including internal succession planning within growing organization and opportunities to develop minorities and women for key senior level positions. One of the primary focuses of our long-term strategy is building winning teams. We have strong leaders in place. And as we grow, we will need more of them. We will continue to enhance our talent development programs through experience and formal training. As opportunities become available, we may also choose to expand our thinking and expertise through external hiring as appropriate. We conduct an annual talent review with our full Board of Directors and review our talent succession planning more frequently with the compensation committee. We also have a formal talent planning process with our executive leadership team. As we build our leadership pipeline, we appreciate the depth and strength of ideas that are inspired by a diverse team. We have been on a journey of increasing awareness of the importance of building an inclusive culture and having a more diverse workforce. Our recruiting and hiring practices are: we expand our recruiting network and employee brand through external partnerships such as the National Society of Black Engineers, the Society of Women Engineers and Women in Manufacturing. Our college recruiting, we prioritize organizations where diversity is strongly valued, continually reviewing our recruiting practices to ensure we have an inclusive innovating process, have implemented the ruly rule at Board level and follow same philosophy in company hiring. Our ongoing training and employee resources include inclusion training for executives and managers, unconscious bias training rolling out for all employees, 12 of our employees enrolled in McKinsey & Company's first ever Black Leadership Academy. This is a capability building program is designed to prepare black leaders and skills they need to move up into leadership roles. Employee resource groups have executive sponsorship, our women's in internal Nordson network currently in 3 facilities and rolling out. It also includes a mentoring program. We are also in the process of launching our first ERG for black employees. I signed the CEO action for diversity and inclusion pledge. Our pledge to support more inclusive workplace for employees, communities and society at large. When we are successful at building winning teams, we will have a deep and diverse bench of talent who enable us to do more and successfully grow Nordson Corporation. We're excited for the opportunities and engagement in this that will create internally for our colleagues. Thank you, ladies and gentlemen. We appreciate your attendance here this morning.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.