NRG Energy, Inc. (NRG) Earnings Call Transcript & Summary

Good morning, and welcome to NRG's 2020 Annual Meeting of Stockholders. It is 9:00 a.m. Central Time, and time to call the meeting to order. I'm Larry Coben, Chairman of the Board of Directors of the company. I want to thank you for investing in NRG and taking the time to attend this annual meeting. We appreciate your understanding of the change from the meeting in Houston to this virtual format. We sincerely hope that you and your families are safe and healthy. Following this introduction, Mauricio Gutierrez, our President and CEO, will provide a brief update on our COVID-19 response. With me on the line today are Mr. Gutierrez; Kevin Cole, Senior Vice President, Investor Relations; and Christine Zoino, Deputy General Counsel and Corporate Secretary. In addition, all of the remaining director -- members of the Board of Directors are on the line. We're also joined today by members of management and our independent auditors, KPMG LLP. The representatives from KPMG are available to answer any specific questions you may have. I'd like now to turn it over to Mauricio to provide the COVID-19 update I mentioned. Mauricio?

Thank you, Larry. And for those of you who have joined us today, I hope you and your families are safe and well. I would like to take a brief moment to share with you NRG's response to the COVID-19 pandemic. As we continue to navigate these difficult times, our priority has remained clear, protect the safety and health of our employees so we can continue to safely operate our power plants and support our customers and communities. Early on, we took the necessary steps of activating our pandemic and infectious disease protocols for all employees, particularly our essential personnel needed to report to their designated work locations. In addition, we rapidly moved nearly 100% of our employees who could work from home to a remote work status. We have maintained continuous communication with our employees and customers. We're also proving that in the toughest of times, our resiliency as a company is strong, maintaining full operational capabilities during this time. As we begin to plan for what our return to normal operations will be, rest assured, we will continue to communicate with all of our stakeholders in a clear and transparent manner. We will be holding our first quarter earnings call on Thursday, May 7, at 9:00 a.m. Eastern Time, at which we intend to fully address any questions relating to the COVID-19 pandemic and the impact on our business. Back to you, Larry.

Thank you, Mauricio. We'll now proceed with certain additional preliminary matters. This annual meeting is being held in accordance with the notice mailed on or about March 16, 2020, to each stockholder of record at the close of business on March 2, 2020, and our press release issued on April 1, 2020, and filed with the Securities and Exchange Commission in compliance with their recent guidance and the Delaware governor's order with respect to notice of meetings during the COVID-19 pandemic. A list of stockholders entitled to vote at this annual meeting has been available by contacting our Corporate Secretary for the past 10 days. This list is also available as presented in the bottom right-hand corner of your screen during the meeting for examination by any stockholder desiring to do so. All documents concerning calling and giving notice of this meeting will be placed on file in the office of the Corporate Secretary after this meeting is concluded. The Board of Directors has appointed MacKenzie Partners to act as Inspector of Election. Jeanne Carr from MacKenzie is with us today and has taken the oath of inspector. Christine Zoino, Deputy General Counsel and Corporate Secretary of the company, has been appointed as the alternate. The oaths of the inspector and alternate have been filed with the office of the Corporate Secretary. I am advised that 88% of the outstanding voting stock of the company that is eligible to vote is present in person or by proxy at this meeting. Therefore, a quorum is present, and we can proceed with the meeting. We will follow the agenda that you see on the right side of your screen and conduct this annual meeting in a business-like fair and orderly manner. So it's now time to proceed with the items of business properly before us. The first proposal is for the election of 10 directors. The 10 nominees for director were recommended by the Governance and Nominating Committee and approved by the Board of Directors. The individuals nominated to serve are E. Spencer Abraham; Antonio Carrillo; Matthew Carter, Jr.; Lawrence Coben; Heather Cox; Mauricio Gutierrez; Paul W. Hobby; Alexandra Pruner; Anne C. Schaumburg; and Thomas H. Weidemeyer, each for a 1-year term expiring in 2021. The second proposal is to approve, on a nonbinding advisory basis, NRG's executive compensation. The third proposal is to ratify the appointment of KPMG as the company's independent registered public accounting firm for 2020 fiscal year. Retention of KPMG was approved by the Audit Committee of the Board of Directors. The company has not received any other proposals or nominations for director. The election of directors requires an affirmative vote of the holders of a majority of the votes cast on this matter. The approval of executive compensation requires an affirmative vote of the holders of a majority of the shares of voting stock present in person or represented by proxy and entitled to vote on this matter. Ratification of KPMG as the independent registered public accounting firm requires an affirmative vote of the holders of a majority of the shares of voting stock present in person or represented by proxy and entitled to vote on this matter. The Board of Directors recommended that stockholders vote for each of the listed nominees and for proposals 2 and 3 in the proxy materials you received from the company. 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 following the instructions there. Stockholders 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. We will now address questions or comments on any of the proposals from stockholders. Please be sure that your questions or comments relate directly to the proposals. If you have any questions or comments regarding any of the proposals, please submit your question or comment through the web portal at this time. I would like to note that we did receive one question from the Carpenters Union, and we will be reaching out to them directly in response to them. Seeing no further questions, we will move on to the business of the meeting. I now declare the polls closed at 7:07 Central Time. Based on the preliminary report from the inspector, the first proposal concerning the election of 10 directors has received the requisite number of votes for passage. The second proposal approving NRG's executive compensation has received the requisite number of votes for passage. The third proposal ratifying KPMG as the company's independent registered public accounting firm has received the requisite number of votes for passage. Please note that the report you just heard is not final, and the results of the final vote will be included in the Form 8-K filed with the SEC. At this point, are there any other questions coming through the portal? Seeing none, I'd like to remind our stockholders that, as Mauricio mentioned, we will be holding our first quarter earnings call on Thursday, May 7, at 9:00 a.m. Eastern Time, where we intend to fully address any questions relating to COVID-19 and the impact on our business. We request at this time that we limit any questions to items that are germane to this meeting. As a reminder, because this is a stockholders' meeting, only our stockholders are permitted to ask questions. I want to sincerely thank each of you for the interest you have shown in our company by attending today's annual meeting. Since there is no further business to be considered, the meeting is now concluded.