Pulse Biosciences, Inc. (PLSE) Earnings Call Transcript & Summary

Good morning, and welcome to the 2021 Annual Meeting of Stockholders of Pulse Biosciences, Inc. I would now like to introduce the first presenter, Mr. Darrin R. Uecker, Chief Executive Officer and President of Pulse Biosciences.

Good morning, ladies and gentlemen. I am Darrin R. Uecker, Chief Executive Officer and President of Pulse Biosciences. And as the chairperson of this meeting, it is a pleasure to welcome you to Pulse Biosciences Annual Meeting of Stockholders. I have asked Ken Stratton, our General Counsel and Corporate Secretary, to act as Secretary of this meeting and record the minutes. As was done last year, we are holding a virtual annual meeting of stockholders due to the continuing public health risks associated with gathering our management, directors and stockholders for an in-person meeting during the coronavirus, or COVID-19, pandemic. We believe in engaging with our stockholders and maximizing their ability to meaningfully engage with us. Next year, I hope we can do what we have done in previous years, which is to invite stockholders into our headquarters for our annual meeting so that they can talk to our management team and get a first-hand look at our products and our technology. Today, we are pleased that our stockholders, no matter where they are located in the world, can participate in the meeting in a virtual format. Before proceeding further, let me introduce the other directors and director nominees of the company who are in attendance: Kenneth A. Clark; Robert W. Duggan; Mitchell E. Levinson; Manmeet S. Soni; Richard A. van den Broek; Mahkam Zanganeh. I would also like to introduce the members of company management who are in attendance: Sandra A. Gardiner, Chief Financial Officer, Executive Vice President of Finance and Administration, and Treasurer; Richard Nuccitelli, Chief Science Officer; Ed Ebbers, Executive Vice President and General Manager of Dermatology; Ken Stratton, General Counsel and Corporate Secretary; David Danitz, Vice President of Engineering; Holly Hartman, Vice President, Business Development and Corporate Strategy; William Knape, Vice President, Regulatory, Clinical and Quality Affairs; Edison Manuel, Vice President, Operations; Patty Perla, Vice President, Human Resources. Also with us today are Valerie Vasquez, representing Deloitte & Touche, LLP, our independent public accounting firm; Andrew Hoffman, representing Wilson Sonsini Goodrich & Rosati, PC, our outside corporate counsel; [ Suzanne Miller ], representing Broadridge Financial Solutions, Inc., our transfer agent, who is also serving as our Inspector of Election. I will now turn the meeting over to Ken Stratton, our Secretary, who will conduct the formal portion of the meeting.

Good morning, and again, welcome to our 2021 Annual Meeting. This meeting is being held virtually in accordance with the company's bylaws and Delaware law. The Annual Meeting is being held for the following purposes: one, to elect 7 directors from the nominees named in the accompanying proxy statement to hold office until our 2022 Annual Meeting of Stockholders and until their successors are duly elected and qualified, subject to earlier resignation or removal; two, to ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021; and three, to transact such other business as may be properly -- that may properly come before the Annual Meeting or any adjournments or postponements thereof. In order to ensure that the business of the meeting proceeds in an orderly fashion, we ask that you please observe the following rules: During the formal meeting, we will only address the matters described in the company's proxy statement, which was first made available to all stockholders on or about April 14, 2021, and is available on our website and on the SEC's website. We will then notify you when the voting polls are open. After the voting polls are open, you may vote your shares online any time during this meeting prior to the closing of the polls. If you have already submitted a proxy to vote your shares, you do not need to submit an online ballot unless you want to change your vote. Your vote will be counted. Once the polls have closed, we will announce the preliminary results of the voting and then the formal meeting will be adjourned. After we complete the formal meeting, there will be an opportunity for stockholders to ask questions regarding the company. There is a text box on your screen where you can submit your questions at any time during the meeting prior to the end of the Q&A session. Please include your name when submitting a question. We will try to answer as many questions as we have time for, but we may not be able to answer all questions submitted. I have now proof by affidavit that notice of this meeting was duly given and that the notice of Annual Meeting of Stockholders proxy statement and proxy were mailed on or about April 14, 2021, to stockholders of record on March 31, 2021, the record date for this annual meeting. We have appointed [ Suzanne Miller ], a representative of Broadridge Financial Solutions, Inc., to act as Inspector of Election for this annual meeting. The Inspector of Election has signed an oath of office, which will be filed with the minutes of this meeting. The Inspector of Election has advised me that we have present, virtually or by proxy, a sufficient number of shares to constitute a quorum. Therefore, the meeting is duly constituted and we may proceed with business. It is now 8:13 a.m. Pacific Time on May 20, 2021, and the polls for each matter to be voted on at this meeting are now open. Proposal #1, election of directors. The first item of business is the election of directors. Our Board of Directors presently has 7 members. As indicated in our proxy statement, Kenneth A. Clark, Robert W. Duggan, Mitchell E. Levinson, Manmeet S. Soni, Darrin R. Uecker, Richard A. van den Broek, and Mahkam Zanganeh are nominated by the company's Board of Directors to serve as Directors until the Annual Meeting of Stockholders in 2022. Each of these nominees is currently serving as a member of our Board of Directors. The Board of Directors recommends that stockholders vote in favor of these nominees and the proxies solicited by the Board will be voted in favor of these nominees. Proposal 2, ratification of appointment of independent registered public accounting firm. The second item of business is to ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2021. If the stockholders do not ratify the selection of Deloitte & Touche LLP as our independent auditor, the Board may reconsider the appointment. The Board of Directors recommends that stockholders vote in favor of this proposal, and the proxies solicited by the Board will be voted in favor of this proposal. It is now 8:15 a.m. Pacific Time on May 20, 2021, and having no other business properly before this meeting, the polls for each matter to be voted on at this meeting are now closed. No additional ballots, proxies or votes and no changes or revocations will be accepted. The proxies and ballots previously submitted have been tabulated by the Inspector of Elections, and I have the preliminary voting results. Any votes cast today, including those submitted electronically during the meeting, will be counted in the final tally. Results. Regarding Proposal #1, the election of directors, all 7 nominees were elected to the Board. Regarding Proposal #2, the appointment of Deloitte & Touche LLP to serve as our independent auditor for the fiscal year ending December 31, 2021, has been ratified. These are the preliminary results of voting. The final count may vary following final examination of the proxies and ballots. The final results of voting, including any ballots and proxies recorded during this meeting, will be set forth in the report of the Inspector of Elections. The final results will also be reported in our filings with the Securities and Exchange Commission. This Annual Meeting of Stockholders is now adjourned. Thank you very much for your attendance. We will now proceed with the question-and-answer period for our stockholders. As a reminder, we may make forward-looking statements during this meeting and in the comments and Q&A that follow. Actual results may differ from these statements. We refer you to the documents that the company files from time to time with the Securities and Exchange Commission, and in particular, the company's last filed quarterly report on Form 10-Q as filed with the SEC on May 10, 2021. These documents contain and identify important factors that could cause the company's actual results to differ materially from those contained in our projections or forward-looking statements. Operator, we would like to now open the call for questions.

There are no questions today from our stockholders.

I want to thank all of you for attending today's meeting and for the interest you have shown in Pulse Biosciences. We very much appreciate your attendance. And as always, thank you for your support.

Thank you. The 2021 Annual Meeting of Stockholders of Pulse Biosciences, Inc., has now come to an end. Thank you for attending. You may now disconnect.