Q2 Holdings, Inc. (QTWO) Earnings Call Transcript & Summary

Welcome to Q2 Holdings, Inc.'s 2020 Annual Meeting of Stockholders. I'd like to call the meeting to order now. I am Matt Flake, President, Chief Executive Officer and Director of Q2, and I will act as the Chairman of this meeting. . I would like to welcome all of our stockholders attending this meeting. To help ensure the safety and health of our stockholders, Board members and personnel in light of COVID-19 concerns, we are conducting this meeting virtually through a live webcast. This is our virtual annual meeting. This is our first virtual annual meeting of stockholders, and we believe that, in the current environment, the virtual meeting format allows for greater access to the meeting for all of our stockholders. I would like to acknowledge the other members of our Board of Directors joining the meeting today virtually: Hank Seale, our Executive Chairman; Jim Schaper, our Lead Independent Director; Lynn Atchison; Jeff Diehl; Charles Doyle, Jim Offerdahl; and Mike Maples. I would also like to acknowledge other members of management who are joining us today virtually: Jennifer Harris, Chief Financial Officer; Barry Benton, Senior Vice President, General Counsel and Secretary. We are also joined by Jason Belew, who is a representative of Ernst & Young, LLP, our independent registered public accounting firm. Barry Benton will act as Secretary of the meeting. The Board of Directors also has appointed Barry Benton to act as Inspector of Elections. He has previously taken his oath as an Inspector of Elections and is present at the meeting. Scott Kerr, Q2's Deputy General Counsel, is administering the virtual meeting and will moderate any questions you may have. Today's meeting is presented on the meeting webcast page. We will strictly follow the meeting agenda in conducting this meeting. The rules of conduct for the meeting also are available on the meeting webcast page under Meeting Materials. We ask that all stockholders review and abide by these rules when submitting any questions during the meeting. We will now conduct the formal business of the meeting as set forth in the Notice of Annual Meeting, which was mailed to each stockholder of record at the close of business on the record date of April 22, 2020. Stockholders as of the record date were sent the Notice of Annual Meeting and Notice of Internet Availability of Proxy Materials on or about April 29, 2020. The Notice of Annual Meeting stated the date, time and meeting purpose, along with the web address for participating in today's virtual meeting. As a result, the meeting is being held pursuant to proper notice. Only stockholders as of the record date are entitled to vote on the proposals before this meeting. At this time, any stockholders that are entitled to vote but have not already voted or submitted a proxy and wish to vote their shares may do so now by clicking on the Vote Here button on your screen. The polls are open now and will close after we finish reviewing the proposals and answering any questions related to the proposals. If you voted your shares before the meeting, your vote has been received by the Inspector of Elections and you do not need to vote your shares again unless you wish to revoke or change your vote. Votes cast during the meeting will not be reflected in the preliminary voting results announced during this meeting, but will be reflected in the final voting results that we will report on a Form 8-K filed with the Securities and Exchange Commission within 4 business days of this meeting. I have been advised by the Inspector of Elections that there are present by proxy a sufficient number of voting shares of the company as of the record date to constitute a quorum. Accordingly, this meeting is duly convened for the purpose of conducting the business before it. There are 3 proposals to be considered during this meeting, each of which is described -- was described in detail in the proxy statement furnished to stockholders. The first item of business is the election of 3 directors to serve until the Annual Meeting of Stockholders in 2021 and until their successors are duly elected and qualified. Our Board has nominated the following persons: R. Lynn Atchison; Charles T. Doyle; Carl James Schaper. The Board has recommended that the stockholders vote for each of these nominees. The second item of business to come before the meeting is ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year 2020. The Board has recommended that the stockholders vote for this proposal. The third item of business today is an advisory vote to approve the compensation of our named executive officers. The Board of Directors has recommended that the stockholders vote for this proposal. No other items of business have been brought before the meeting for consideration. Scott, can you please confirm whether we have any stockholder questions regarding the proposals?

We have no questions.

The meeting administrator has confirmed that the no questions -- that no questions regarding the proposals have been submitted. At this point, the polls will close. If you intend to vote at the meeting and have not already done so, please do so now. I will wait for 30 seconds. [Voting]

The polls are now closed, and Barry will now report the preliminary results of the voting.

Proposal 1 for today's meeting is for the election of 3 directors. I am pleased to report that Ms. Atchison has received an affirmative vote of more than 99% of the shares voted, and each of Mr. Doyle and Mr. Schaper has received an affirmative vote of more than 88% of the shares voted. And therefore, each has been elected as a director to serve until the 2021 Annual Meeting of Stockholders and until their successors are elected and qualified. Proposal 2 for today's meeting is to ratify Ernst & Young LLP as our independent registered public accounting firm for the fiscal year 2020. I am pleased to report that Proposal 2 has received affirmative vote of more than 99% of the shares represented at this meeting. And therefore, Proposal 2 has been approved by a majority of the shares of common stock represented at this meeting. Proposal 3 for today's meeting is an advisory vote to approve the compensation of our named executive officers. I am pleased to report that Proposal 3 has received affirmative vote of more than 88% of the shares represented at this meeting and therefore, Proposal 3 has been approved by a majority of the shares of common stock represented at this meeting. The final voting results will be reported on a Form 8-K, which we will file with the Securities and Exchange Commission within 4 business days of this meeting.

Thanks, Barry. This concludes the formal portion of our 2020 Annual Meeting of Stockholders. The 2020 Annual Meeting of Stockholders is hereby adjourned. We would like -- we would now like to open up the meeting to any questions. Scott, can you please confirm whether we have any appropriate questions?

There are no questions.

Thank you. That concludes our question-and-answer session. Thank you again for attending and for your continued support and interest in Q2. I hope everyone has a great day.