Pixelworks, Inc. (PXLW) Earnings Call Transcript & Summary

I'd ask that the meeting now come to order. Our formal -- our annual meeting is being held today for the purposes of electing 7 directors, approving an amendment to the 2006 Stock Incentive Plan, to hold an advisory vote on executive compensation, ratifying the appointment of Armanino LLP as Pixelworks' independent registered public accounting firm for the current fiscal year and transacting such other business as may properly come before the annual meeting. Before we cover the business matters of today's meeting, I'd like to introduce the members of the Board, senior management and special guests in attendance today. I am pleased to introduce the current members and nominees for our Board of Directors; Dan Heneghan, Chairman of the Board; Dean Butler, Amy Bunszel, Scott Gibson, John Liu, David Tupman; and Todd DeBonis, who is also our CEO. I would also like to introduce Greg Zafiris, Pixelworks' Chief Legal Officer; Leah Grant, who will be serving as Inspector of Elections; and Ryan Teed from Armanino LLP. The agenda for this meeting will be as follows: election of directors, approval of amendment to the 2006 Stock Incentive Plan, advisory vote on executive compensation; ratification of the appointment of Armanino LLP as Pixelworks' independent registered public accounting firm for the current fiscal year, a vote count and then formal meeting adjournment and a question-and-answer period. Shareholders who have questions with regard to the proposals will be given an opportunity to ask their questions after all proposals have been presented. Notice of this meeting was properly mailed on April 13, 2023, to the shareholders of record at March 17, 2023. Broadridge has been appointed by the Board of Directors as inspector of elections. They will determine the number of votes represented here in person or by proxy, the validity of proxies, the existence of a quorum and the number of votes cast on all matters. The inspector of elections has advised me that we have a quorum. I therefore declare this annual meeting lawfully convened, and we will proceed to the first proposal. The first proposal is the election of 7 directors. The nominees for election to the Board of Directors are: Todd DeBonis, Amy Bunszel, Dean Butler, Scott Gibson, Dan Heneghan, John Liu and David Tupman. Our bylaws require nominations by shareholders to have been received prior to the date of this meeting. No such nominations were received. Proposal #2 is to approve an amendment to the 2006 Stock Incentive Plan. The proxy statement contains detailed information on this proposal. Proposal 3 is an advisory vote on executive compensation. The proxy statement contains detailed information on this proposal. And finally, Proposal 4 is to ratify the appointment of Armanino LLP as Pixelworks' independent registered public accounting firm for the current fiscal year. Does any shareholder have any questions about these proposals? Hearing none, we will move to voting. We did not receive notice from any shareholders of their intent to attend the meeting and vote telephonically during the meeting, so the polls are now closed. I now recognize Leah Grant, our Inspector of Elections, who will present the preliminary voting results.

Thanks, Haley. Can you hear me okay?

Yes.

Perfect. The preliminary results of voting are as follows. For Proposal 1, the election of 7 directors, each nominee received more than 93% of the votes cast. For Proposal 2, more than 96% of votes were cast in favor of the approval of the amended and restated 2006 stock incentive plan. For Proposal 3, more than 71% of votes were cast in favor of the advisory vote to approve the company's executive compensation. And for Proposal 4, more than 99% of votes were cast in favor of the ratification of the company's independent registered public accounting firm.

I therefore declare that the Board of Directors nominees for election as directors: Todd DeBonis, Amy Bunszel, Dean Butler, Scott Gibson, Dan Heneghan, John Liu and David Tupman have been duly elected, and proposal #2, 3 and 4 have been duly approved. This completes the formal business to come before this annual meeting. There being no further formal business, this annual meeting now stands adjourned. If anyone has any questions for the company, please speak now. Hearing none, this concludes today's meeting. Thank you.