Ocular Therapeutix, Inc. (OCUL) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to the Ocular Therapeutix, Inc.'s 2020 Annual Meeting of Stockholders. I would like to introduce you to Mr. Charles Warden, Chairman of the Board of Ocular Therapeutics, Inc. Mr. Warden, you may begin.

Good morning, and welcome to the 2020 Annual Meeting of Stockholders of Ocular Therapeutix. I am Charles Warden, Chairman of the Board of Directors of Ocular Therapeutix, and I will be presiding over this meeting. I welcome you and call the meeting to order. Due to the public health impact of the COVID-19 pandemic and to support the health and well-being of our stockholders, employees and communities, this year, we are holding our annual meeting in an all-virtual format and are pleased to have everyone join this live broadcast. We have designed this meeting to provide stockholders the same rights and opportunities to participate as they would at an in-person meeting. Before we get to the formal business of the meeting, I would like to make some introductions. Joining us at the meeting today are Antony Mattessich; Leslie J. Williams; Richard Lindstrom; and Seung Suh Hong, Ph.D., each of whom serve as a member of our Board of Directors. Also present are the nominees for director: Jeffrey S. Heier, M.D.; and Bruce A. Peacock. Representatives of the company that are present at the meeting are Scott Corning, Art Driscoll, Michael Goldstein, Peter Jarrett, Patricia Kitchen, Donald Notman, Jonathan Sparks and Christopher White. I would also like to introduce Mark Barsanti, representative from PricewaterhouseCoopers LLP, our independent registered public accounting firm; Brian Johnson, a representative from WilmerHale, the company's outside counsel; Kathy Theriault of the company. Kathy Theriault has been appointed to act as inspector of election. In order to conduct an orderly meeting, I call your attention to the rules of conduct posted on the virtual meeting website, which include information about participating in the meeting, including asking questions. Please note that various remarks that we may make about future expectations, plans and prospects for the company constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including those discussed in the Risk Factors section of our most recent quarterly report on Form 10-Q, which is on file with the SEC. In addition, these forward-looking statements represent the company's expectations only as of today. While the company may elect to update these forward-looking statements, it specifically disclaims any obligation to do so. Any forward-looking statements should not be relied upon as representing the company's estimates or views as of any date subsequent to today. I received an affidavit from Broadridge Financial Solutions, Inc. certifying that the notice of the annual meeting and proxy statement were sent to all stockholders of record as of April 27, 2020, a copy of which will be included in the minutes of the meeting. Our first order of business at this meeting is to determine whether the shares represented at this meeting, either in person via this virtual meeting or by proxy, are sufficient to constitute a quorum for the purpose of transacting business. Holders of 53,364,261 shares of common stock are entitled to vote at this meeting. The inspector of election has informed me that there are present at this meeting, either in person or by proxy, a total of 43,118,653 shares of common stock, or approximately 81% of all shares entitled to vote at this meeting. Therefore, I declare that a quorum exists. Turning now to the items to be voted on at this meeting. As indicated in the notice of meeting and accompanying documents that were made available to stockholders, the first matter to be voted on is the election of 2 Class III directors to serve until the 2022 Annual Meeting of Stockholders and until their successors are duly elected and qualified. The 2 nominees for election are: Jeffrey S. Heier, M.D.; Bruce A. Peacock. The next matter to be voted on is the advisory vote on named executive officer compensation. The proxy statement for this meeting contained the text of the resolution that stockholders are asked to approve. Next matter to be voted on is the advisory vote on frequency of future advisory votes on executive compensation every 1 year, 2 years or 3 years. The final matter to be voted on is the ratification of the selection of PricewaterhouseCoopers LLP as the company's registered public accounting firm for the current fiscal year. If there are any questions on the proposals, they may be submitted on the virtual meeting website. I remind you that there will be an opportunity for general questions not related to the proposals after the formal portion of the meeting has concluded. If asking a question, please also include your name and affiliation to the company. Seeing no questions, we will move on to voting on the proposal. I hereby declare the polls are now open for each matter to be voted upon today. If you have not yet voted, or if you previously voted by proxy and wish to change your vote, you may vote by clicking on the Voting Here button on the virtual meeting website and following the instructions there. We will pause briefly to allow stockholders to vote. [Voting]

Now that everyone has had an opportunity to vote, the business items on the agenda for this meeting are complete and the polls are now closed. Will Kathy Theriault please tabulate the votes? We now have the preliminary report of the results of the meeting. Each of the nominees for director has been elected as a Class III director. The advisory resolution approving executive compensation has been approved with approximately 90% of the shares voting in favor of approval. A frequency of every 1 year for future advisory votes on executive compensation has been approved. The appointment of PricewaterhouseCoopers LLP has been ratified. The final results will be included in the Form 8-K that will be filed within 4 business days after this meeting. As there is no further business to come before the meeting, I declare the formal part of this meeting adjourned. We will now use our remaining available time to answer appropriate questions from the stockholders. Please follow the instructions provided on the virtual meeting website to submit questions.

Thank you. Ladies and gentlemen, this does conclude today's meeting. You may disconnect your phone lines at this time and have a wonderful day. Thank you for your participation.