Penguin Solutions, Inc. (PENG) Earnings Call Transcript & Summary

Good morning, and welcome to the Annual Meeting of Shareholders of SGH. I would now like to introduce Mark Adams, President and CEO of SGH as well as a member of the Board of Directors.

Good morning, everyone, and welcome. I am Mark Adams and I will act as the chair of this meeting. Anne Kuykendall, our General Counsel, will act as Secretary of the meeting and record minutes. Due to the ongoing public health impact of the coronavirus pandemic and continued restrictions on public interactions, today's meeting is virtual only, live audio webcast with shareholders attending via the web portal. I would like to now introduce the members of our Board who are present at today's meeting. We have Randy Furr, Penelope Herscher, Bryan Ingram, Sandeep Nayyar, Mukesh Patel, Ajay Shah and Maximiliane Straub. In addition today, we are joined by the following team members: Ken Rizvi, Senior Vice President and Chief Financial Officer and Anne Kuykendall, Vice President and General Counsel. Ian Nasman, representative of Deloitte & Touche, our independent registered public accounting firm who is available to answer questions following the conclusion of the formal meeting, is also in attendance. Elsie Fletcher-Rosenthal, representative of Broadridge Financial Services, our Inspector of Election is in attendance as well. The formal business for today's meeting is described in our proxy statement. After the business portion of today's meeting, we will proceed to a question-and-answer period. I will now turn the meeting over to Anne Kuykendall, who will conduct the formal part of this meeting.

Thank you, Mark. Before we begin the formal part of this meeting, I would like to note the following: to vote or submit questions while participating in this meeting, you must have accessed the meeting as a shareholder with your 15-digit control number that you received with your proxy materials. If you have already voted by proxy and do not wish to change your vote, your vote will be cast as previously instructed and no further action is necessary. We welcome questions from our shareholders. We will respond to appropriate questions regarding the matters on the agenda or the business of the company during our question-and-answer session. Please review our rules of conduct in the Meeting Materials section of the web portal for further information. Now on to the formal part of the meeting. The Board of Directors has set the close of business on December 14, 2021, as the record date for the Annual Meeting of Shareholders. Broadridge Financial Solutions, our proxy service provider, has indicated by affidavit that the notice of Internet availability of the proxy materials was mailed to all shareholders of record. Elsie Fletcher-Rosenthal has been appointed as the Inspector of Election and has signed an oath of office promising to execute faithfully the duties of the Inspector of Election. The oath of office will also be filed with the minutes of this meeting. The Inspector of Election has determined that a sufficient number of shares entitled to vote at this meeting are present, virtually in person or by proxy to constitute a quorum, and we may proceed with business. It is now 10:03 a.m. Pacific Standard Time and the polls are open. Any shareholder who hasn't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following instructions there. Now I will present the matters to be voted upon. Proposal #1 is to elect the 2 nominees for Class II directors to serve until the 2025 Annual Meeting or until their successors are duly elected and qualified. Proposal #2 is to ratify the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the current fiscal year. Proposal #3 is to provide an advisory, nonbinding vote regarding our executive compensation. At this time, I ask any shareholder who desires to vote to please conclude their voting through the virtual meeting website. [Voting]

It is now 10:05 a.m. Pacific Standard Time and the polls are now closed. Based on the preliminary review of the votes, the Inspector of Election has informed me that the director nominees have been elected. The appointment of Deloitte has been ratified and the compensation of our named executive officers has been approved by advisory vote. We will publicly announce the official voting results on Form 8-K after all verifications have been completed by the inspector of elections. This concludes the formal business portion of our Annual Meeting of Shareholders, and we will now proceed to our question-and-answer period. Please note, we will attempt to answer as many questions as time allows, but only questions that are domain to the meeting will be addressed. We do not have any questions and so we will conclude our question-and-answer period. Thank you again for attending our Annual Meeting of Shareholders. We thank you for your continued support. The meeting is now adjourned.

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