Paylocity Holding Corporation (PCTY) Earnings Call Transcript & Summary

Good morning, and thank you for joining our Annual Meeting of Stockholders, which is being held virtually through a live webcast this year. I'm Steve Beauchamp, the CEO of Paylocity Holding Corporation. I will act as Chairman of this Annual Meeting of Stockholders and would like to call the meeting to order. This meeting is being held pursuant to the notice of annual meeting provided to all of our company's stockholders. I would now like to introduce the members of the Board of Directors and executive officers of the company who are present today virtually: Steve Sarowitz, Chairman of the Board; Virginia Breen; Ellen Carnahan, Jeffrey Diehl; Robin Pederson; Andres Reiner; Ken Robinson; Ron Waters; Toby Williams, CFO; Ryan Glenn, VP of Investor Relations. I would also like to introduce the representatives of KPMG, the company's independent registered public accounting firm, who are present today: Shane Foley, Audit Partner; Greg Ryan, Audit Partner. We will follow the meeting agenda as shown on the slide. The rules of conduct are posted under the Meeting Materials section. We ask that all stockholders review and abide by these rules when submitting any questions during the meeting. Stockholders that would like to submit a question can do so by typing and submitting a question where indicated on the Annual Meeting portal. Stockholders that would like to vote online can do so using the portal as well. As a reminder, only stockholders as of the record date of October 14, 2020, can submit a question and vote their shares. A representative from Broadridge Financial Services has been appointed and previously sworn in to act as inspector of election for the meeting. Amber Livingston, the company's VP, General Counsel, has been appointed to act as Secretary of this meeting to record the minutes and will also act as the meeting administrator. The inspector of election has been requested to determine the exact number of shares present at the meeting and report to Amber the number of shares represented prior to the voting. I will now ask Amber for the report on the shares present at this meeting.

Mr. Chairman, a list of the holders of common stock of the company at the close of business on October 14, 2020, which was the record date for this meeting, is available for examination by any stockholder present or by any proxy representing a stockholder. Copies of the notice of Internet availability and the notice of this meeting, the proxy statement and the company's annual report for the year ended June 30, 2020, together with a declaration as to the mailing of these materials to each stockholder of record at the close of business on October 14, 2020, are also available for inspection by any stockholder present. Only holders of common stock on the record date are entitled to vote at this meeting. At the close of business on October 14, 2020, 54,243,857 shares of common stock of the company were outstanding. We have a preliminary report indicating that immediately prior to the commencement of the meeting, the holders of not less than 51,504,496 shares of common stock or approximately 94.9% of the shares outstanding on the record date are represented at this meeting in person or by proxy. Therefore, a quorum is present, and the meeting is authorized to conduct business.

Thank you, Amber. At this time, we will consider the items of business on the agenda. The first matter to be considered at today's meeting, which is further described in the proxy statement, is the election of 3 Class I directors to hold office for a 3-year term and until their respective successors are elected and qualified. The Board of Directors is divided into 3 classes, and 3 Class I directors will be elected at this meeting. The Board of Directors has nominated Steven Sarowitz, Ellen Carnahan and Jeffrey Diehl, each of whom currently serve as director for election as Class I directors. The company's bylaws include an advanced notice provision for the nomination of directors. Since the company did not receive any other nominations for director, the only nominees are Mr. Sarowitz, Ms. Carnahan and Mr. Diehl. The second matter to be considered at the meeting is proposal to ratify the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ending June 30, 2021. The affirmative vote of majority of the shares of common stock present in person or by proxy and voting at the meeting is required to approve this proposal. The third matter to be considered at today's meeting is an advisory or nonbinding vote to approve the compensation of the named executive officers disclosed in the proxy statement. The affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote at the meeting is required to approve this proposal. Each of these proposals is described in detail in the proxy statement. It is 8:35 a.m. Central Standard Time, and the polls are now open. If you have already sent in a proxy, there is no need for you to cast a ballot unless you wish to change the vote you made on the proxy. The proxy holders will vote your shares as indicated on the proxy. If any of you have not already sent in your proxy card -- card in and voted and now wish to vote using the online portal, you may do so now by clicking on the Vote Here button on your screen. [Voting]

It is now 8:36 a.m. Central Standard Time and the polls are now closed. Will the inspector of election please tally the preliminary voting results? After the votes have been counted, the secretary will report the preliminary results of the vote. We will now hear the report of the secretary of the meeting regarding the preliminary results of the voting. Amber?

Mr. Chairman, the preliminary report of the inspector of elections indicates that Mr. Sarowitz has received affirmative vote of approximately 95% of shares represented at the meeting. Ms. Carnahan has received affirmative vote of approximately 97% of shares, and Mr. Diehl has received affirmative vote of approximately 96% of shares for election as Class I directors. No other persons received votes. The proposal to ratify the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ending June 30, 2021, has received affirmative vote of approximately 99% of shares represented at this meeting. The proposal to approve the compensation of the company's named executive officers has received affirmative vote of approximately 93% of shares represented at this meeting. The results of the voting are as follows: Steven Sarowitz, Ellen Carnahan and Jeffrey Diehl have been elected as Class I directors of the company to hold office for a 3-year term and until their respective successors are elected and qualified. The ratification of the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ending June 30, 2021, has been approved. The compensation of the company's named executive officers has been approved. The final results will be reported in a Form 8-K filing within 4 business days following this meeting.

Thank you, Amber. This concludes our formal portion of the meeting. The 2021 Annual Meeting of Shareholders is hereby adjourned. We would now like to open up the meeting for any questions. Amber, do we have any questions submitted by our stockholders?

We do not have any questions so that concludes the time allotted for Q&A. You may contact our Investor Relations team following the meeting if you have additional questions.

Thanks, Amber. I'd like to thank all of you for your interest and attendance at this meeting. I hope everyone has a great day.

This now concludes the meeting. Thank you for attending, and have a pleasant day.