PC Connection, Inc. (CNXN) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by, and welcome to the PC Connection, Inc. 2021 Annual Meeting. [Operator Instructions] I would now like to turn the call over to your host, Tim McGrath.

Good morning, everyone, and welcome to the PC Connection 2021 annual stockholder meeting. I'm Timothy McGrath, President and CEO of Connection, and I'll be presiding over the meeting. At this time, I 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 have supplemented our in-person meeting with a courtesy dial in for stockholders, who have submitted their proxy in advance of the meeting and wish to listen to the meeting remotely rather than attend in person. Only stockholders who are here in person may vote in person, or otherwise participate. However, in addition, certain members of our board, management and other company attendees may be participating remotely by telephone, again, for health and safety reasons. I would now like to introduce the members of our board, our new director nominee, [ Gary Kenyon ]; and our company officers as well as representatives of Deloitte & Touche, our external auditing firm; and WilmerHale, our external Corporate Counsel, each of whom is joining remotely by phone today. Representing our Board of Directors is the Chair of our Board, Patricia Gallup; our Vice Chair, David Beffa-Negrini; Barbara Duckett; Jack Ferguson. Also joining us remotely by phone is [ Gary Kenyon ], our director nominee, who is standing for election for his first term as a member of the Board of Directors. With me here today is our Chief Financial Officer, Tom Baker, our inspector of elections. Also joining us today are a number of our senior members of management: Joan Evans, Rick Gilligan, Brian Hicks, Eric Keating, Cam Kelly, Jamal Khan, Larry Kirsch, Robert Pratt, John Thomas and Chris Ward. In addition, representing WilmerHale is partner, Lily Brown and Jay Bothwick, and representing Deloitte & Touche is partner, Raymond Bigelow. At the conclusion of the meeting, Tom and I will be available to answer any questions that any shareholder may have. Please note that various remarks that we may make about the future expectations, plans and prospects for the company constitute forward-looking statements for the purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Actual results may differ materially [Audio gap] indicated by these forward-looking statements as a result of various important factors, including those discussed in the Risk Factors section of the most recent annual report on Form 10-K, 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 [Audio gap] should not be relied upon as representing the company's estimates or views as of any date subsequent to today. I'll now conduct the formal part of the meeting. As indicated in the notice of the meeting and accompanying proxy statement, which were mailed to all stockholders, our agenda today consists of 2 items: Number one, to elect 5 directors to serve until the 2022 annual meeting of stockholders; and number two, to ratify the selection by the Audit Committee of Deloitte & Touche LLP as our independent registered public accounting firm for the current fiscal year. The polls for these matters will open following a brief discussion of these matters and will remain open until I announce the polls are closed. No ballots, proxies or revocations thereof or changes thereto will be accepted after the polls are closed. I will announce the preliminary results of voting immediately following the tabulations of the voting. I have received an affidavit from Broadridge Financial Solutions certifying that the notice of the annual meeting and proxy statement were sent to all stockholders of record as of April 6, 2021. The affidavit and list of stockholders entitled to vote at this meeting are available for inspection by any stockholder. Are there any stockholders present, who wish to vote in person because they either have not submitted a proxy or have submitted a proxy, but wish to revoke their proxy or change their vote. Mr. Baker has been appointed to act as inspection of election. Tom has reported to me that there are present at this meeting in person or through representation by proxy a total of at least 25,625,405 shares of common stock. Since more than a majority of the outstanding shares of capital stock are represented at the meeting, I hereby declare that a quorum exists. Turning now to the items to be voted on at the meeting. As indicated in the notice of the meeting and accompanying documents that were sent to the shareholders, the first matter to be voted on by the stockholders is the election of directors to serve until the 2022 annual meeting of stockholders and until their successors are duly elected and qualified. The nominees for election are: Patricia Gallup, David Beffa-Negrini, Barbara Duckett, Jack Ferguson and [ Gary Kenyon ]. The second and final matter to be voted on by the stockholders is the ratification of the selection by the Audit Committee of Deloitte & Touche LLP as our independent registered public accounting firm for the current fiscal year. [Audio gap] discussions or any [Audio gap] on either of these proposals before we proceed to vote. This concludes the business items on the agenda for this meeting. I hereby declare the polls are now open for each matter to be voted upon today and there may be -- excuse me, are there any ballots to be collected. [Voting]

The polls are now closed. The votes will now be tabulated, and we'll announce the preliminary results of the voting. Mr. Baker has prepared and provided to me a preliminary report as to the voting on each matter. The final vote results will be included in the Form 8-K that will be filed within 4 business days after this meeting. On the motion to elect directors, a plurality of votes cast at the meeting has been voted in favor of each of the nominees to be elected by the holders of capital stock. On the motion to ratify the selection by the Audit Committee of Deloitte & Touche LLP as our independent registered public accounting firm for the current fiscal year, a majority of the votes cast at the meeting have been voted in favor of the ratification of the selection by the Audit Committee of Deloitte & Touch. Therefore, I hereby declare that the nominees have been duly elected as directors and Deloitte & Touche LLP has been duly ratified as our independent registered public accounting firm for the current fiscal year. I now instruct the secretary of the company to include in the minutes of the meeting the precise [Audio gap] voted on each proposal. As there are no further business items to come before this meeting, I declare the meeting adjourned, and I thank you for your attention, and thank you for your attendance. We'll now be available to answer any questions that shareholders may have. Since there are no additional questions, we declare the meeting formally adjourned. And again, thank you for your participation today.

Ladies and gentlemen, this does conclude today's presentation. You may now disconnect, and have a wonderful day.