Piedmont Realty Trust, Inc. (PDM) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Piedmont Office Realty Trust, Inc. Please note that today's meeting is being recorded. During the meeting, we'll have a question-and-answer session. You can submit questions or comments at any time by clicking on the message icon. It is now my pleasure to turn today's meeting over to Mr. Frank McDowell, Chair of the Board of Piedmont. Mr. McDowell, the floor is yours.

Good morning. At this time, I'd like to call the 2024 Annual Meeting of Stockholders of Piedmont Office Realty Trust to order. My name is Frank McDowell, and I'm Chair of the Board of Piedmont and will preside at this meeting, which is being conducted virtually via a live webcast. Some of the participants in today's meeting include all of the company's directors and various members of Piedmont's management team, including Tom McKean, Associate General Counsel and Corporate Secretary for Piedmont, who will also act as Secretary of this meeting. Cassandra Shedd from our transfer agent, Computershare, who has taken the oath of office to serve as inspector of the election. Her report will be filed with the minutes of this meeting; Keith Townsend of King & Spalding, our external Corporate Legal Counsel; and Mark Scalese, our engagement partner with Deloitte & Touche, Piedmont's external audit firm. Mr. Scalese has advised me that our auditors have no formal statement to make at this meeting. However, he will be available during the question-and-answer period at the conclusion of the meeting to respond as appropriate to questions from stockholders. I call your attention to the rules of conduct set forth for this meeting. These have been made available to each stockholder in the file section, which you should see at the lower left of your computer screen. The secretary has informed me that copies of the notice of meeting, including notice of Internet availability of proxy materials and former proxy were mailed to stockholders on or about March 27, 2024. The record date for the voting of the shares at this meeting was March 6. If you need a copy of the annual report or the proxy statements, the links are provided online under the option documents located on the right side of your computer screen. I will now request the inspector of this election Ms. Shedd, with Computershare to report the number of shares of common stock entitled to vote at this meeting.

Thank you, Mr. McDowell. As of the close of business on March 6, 2024, Piedmont had outstanding and entitled to vote 123,897,808 shares of common stock. Each share is entitled to 1 vote. There are no other securities entitled to vote at this meeting.

Thank you. I am informed on a preliminary basis that the holders of a majority of the outstanding shares of the common stock entitled to vote at this meeting are present by proxy. Accordingly, I recognize the presence of a quorum for the purpose of proceeding with the business of the annual meeting and declare that such meeting is duly organized for the transaction of business subject to verification of a quorum after completion of the vote tabulation. At this time, I'll turn the meeting over to Mr. Brent Smith, the President and Chief Executive Officer of Piedmont to conduct the business portion of this meeting.

Thank you, Mr. McDowell, and thank you all for participating in this year's virtual Annual Meeting of Stockholders. There are 4 items of business on today's agenda. The first item is a proposal to elect 7 directors to hold office for approximately 1 year terms until our next annual meeting. The Board nominees are myself, Kelly H. Barrett, Glenn G. Cohen, Venkatesh S. Durvasula, Mary Heger, Barbara B. Lang and Dale H. Taysom, and their name shall be deemed duly placed in nomination. As indicated in the proxy statement, Mr. McDowell and Mr. Swope are each approaching their 15-year term limit and are not standing for reelection. I would like to publicly thank each of them for their many years of service to the Piedmont board. Any other nominations for director were required to have been submitted to Piedmont in accordance with the advanced notice provisions of Piedmont's bylaws. Having received no other nominations, I declare the nominations are now closed. The second item on today's agenda is a proposal to ratify the appointment of Deloitte & Touche as Piedmont's independent auditor for fiscal year 2024. The third item is to approve on an advisory basis, the compensation for the named executive officers as disclosed in the proxy statement. And the fourth item is to approve an amendment to our second amended and restated 2007 Omnibus incentive plan. Detailed information concerning all of these proposals and the governance of Piedmont is contained in the proxy statement furnished in connection with this meeting. Your Board of Directors recommend a vote for each of the nominees for election as director for the ratification of the independent auditor, for the advisory approval of executive compensation and for the amendment to our second amended and restated 2007 Omnibus Incentive Plan. Are there anyone wishing to vote? The poll for the 4 proposals to be voted upon is now open. Let me remind you if you have already voted by phone, by Internet or by mail ballot, there is no need to vote again unless you desire to change your vote. If you have not voted or wish to change your vote, you may do so now by clicking on the Vote option link on the right side of your computer screen. I will now pause for a moment to give our stockholders the opportunity to submit ballots. Thank you, Ms. Shedd and the formal portion of this Board meeting has been completed and the poll is now closed. And with no other business before the meeting, I declare this meeting adjourned. Thank you all for your patience as we conduct the business portion of the meeting today. At this time, I would like to ask if anyone has an additional question for me, the Board or any of our officers in light of securities regulations and disclosure rules, we will attempt to answer your questions now as best we can, or we may wait to make appropriate public disclosure later, if necessary. You may submit questions online by clicking on the dialogue icon in the upper right corner of the meeting center screen. I will now pause for a moment to see if any questions are received. At this time, there are no questions and without any further questions, we thank everyone for attending this meeting, and we are grateful for your interest and support of Piedmont.

This concludes today's meeting. You may now disconnect.