PAVmed Inc. (PAVM) Earnings Call Transcript & Summary

I call the Annual Meeting of Stockholders of PAVmed Inc. to order. I am Dr. Lishan Aklog, Chairman and Chief Executive Officer of the company. Also present are Michael Gordon, our General Counsel; Jin Dong of Marcum, our auditors; Eric Schwartz of Graubard Miller, our outside counsel; and Alwyn Burton of Continental Stock Transfer & Trust Company, our transfer agent. Mr. Schwartz will act as Secretary of the meeting. In addition, I hereby appoint Mr. Burton to act as the Inspector of the meeting and request him to execute his oath of office. Mr. Schwartz, please attach the oath to the minutes of the meeting. As you all know, we are holding this meeting via live webcast. To help the meeting run smoothly, Mr. Gordon will now review a couple of housekeeping items before we begin.

Thanks, Lishan. First, until the polls are closed towards the end of the meeting, you will have an opportunity to vote through the webcast platform. If you wish to vote, simply click on the voting link and follow the instructions. Voting through the webcast platform will revoke any previously delivered proxy. Second, during the meeting, you will have the opportunity to submit questions to management and our auditors. You may submit questions for us or our auditors through the questions pane in the webcast platform. We will review the questions to management, and if appropriate, we'll respond to them after the meeting. Our auditors will review and respond to the questions directed to them. Third, those attending the meeting via the live webcast may also access a list of the certified stockholders of the company. The certified stockholder list can be accessed by clicking the link to the right of the text box for submitting questions.

With those matters addressed, we will now proceed to the substantial portion of the meeting. Mr. Schwartz, please present the affidavit of mailing.

I present the affidavits sworn to by Robert Zubrycki of Continental Stock Transfer & Trust Company, showing that the notice of Internet availability of proxy materials was mailed on April 29, 2024, to all stockholders of record at the close of business on April 22, 2024.

I order the affidavit to be filed in the minute book immediately following the minutes of this meeting.

I also present the list of stockholders of record as of the close of business on April 22, 2024, as certified by Continental Stock Transfer & Trust Company.

Will the Inspector please report on the number of shares eligible to vote, the number present and the presence of a quorum.

As is the close of business on April 22, 2024, there were 9,431,721 shares of common stock outstanding and eligible to vote. A majority of such shares are present at this meeting by proxy or in person, which constitutes a quorum.

Legal notice of the meeting having been given and a quorum being present, the meeting is regularly and lawfully convened and ready to transact business. The polls are now open. The first order of business is to elect 2 members to the Board as Class B directors to hold office until the third succeeding annual meeting and until their respective successors are duly elected and qualified. Management nominates Dr. James L. Cox and Debra J. White for reelection as Class B directors. Do we have a motion?

So moved.

I second the motion. Management has voted on behalf of the stockholders who have submitted proxies in accordance with the instructions set forth on their proxies. Stockholders who are present may vote on this matter through the webcast platform. Inspector, please announce the preliminary results on this matter.

Based on the preliminary vote tallies, a plurality of shares was voted for each of Dr. Cox and Ms. White, which is sufficient to let them as directors.

The second and last order of business is to consider and vote upon the proposal to ratify the appointment of Marcum as the company's independent registered certified public accounting firm for the year ending December 31, 2024. Do we have a motion?

So moved.

I second the motion. Management has voted on behalf of the stockholders who have submitted proxies in accordance with the instructions set forth on their proxies. Stockholders who are present may vote on this matter through the webcast platform. Inspector, please announce the preliminary results on this matter.

Based on the preliminary vote tallies, a majority of the shares present and entitled to vote under the proposal were voted in favor of the proposal, which is sufficient for its approval.

The items of business to be considered at this meeting are now completed. The polls are now closed. Based on the preliminary vote tallies, management's nominees have been elected as directors and the appointment of the company's independent registered certified public accounting firm has been ratified. The exact vote tallies will be publicly disclosed after the meeting in our public filings with the SEC. Once the final tallies are completed, I order that the report of the Inspector be filed in the minute book immediately following the minutes of this meeting. Thank you all for your attendance at the meeting. As a reminder, you may submit questions for us or our auditors through the questions pane in the webcast platform. We will respond to appropriate questions after the meeting. I will now entertain a motion to adjourn the meeting.

So moved.

I second the motion. Meeting adjourned.