Quad/Graphics, Inc. (QUAD) Earnings Call Transcript & Summary

Good morning. I'm Joel Quadracci, Chairman, President and Chief Executive Officer of Quad/Graphics, Inc. And on behalf of our company, I want to welcome you to the 2021 Annual Meeting of Shareholders. In an effort to support the health, well-being and safety of our shareholders, employees and communities amid the ongoing global pandemic, we are providing webcast and telephone access to this annual meeting and have encouraged all of our shareholders to access this meeting via webcast or telephone. In light of this, the 2021 Annual Meeting of Shareholders will only cover the necessary business items, and there will be no shareholder presentation and no questions-and-answer session. Before we begin the business portion of this meeting, I would like to introduce the other Board members in attendance online today. It's Dr. Kathryn Quadracci Flores, Mark Angelson, Doug Buth, John Fowler, Steve Fuller, Chris Harned, Jay Rothman, John Shiely and of course, myself. I would also like to introduce James Stewart and [ Sandy Hep ] from our independent registered public accounting firm, Deloitte. This meeting is now formally called to order. Let me ask Jenny Kent, our Executive Vice President of Administration, General Counsel and Secretary, whether proper notice was given for this meeting and whether a quorum is present.

Good morning, and thank you, Joel. I have in my possession a list of shareholders of record entitled to vote, in person or by proxy, at this meeting and an affidavit of mailing certifying that the notice of Internet availability and/or the notice of meeting, proxy statement and 2020 annual report on Form 10-K were properly mailed to those shareholders. The shareholder list is available for inspection. With respect to the determination of a quorum, based on an attendance report provided by Russ Ryba of Foley & Lardner, our official inspector of elections, there are present at the meeting, in person or by proxy, approximately 90% of the total number of votes entitled to be cast as of the March 11, 2021, record date for this meeting. This constitutes a quorum under the bylaws of Quad/Graphics, Inc.

Thank you, Jenny. Since a quorum is present, this meeting will proceed. The polls are now closed on all matters. The first and only item of business is the election of 9 directors to the Board of Directors. They are: Joel Quadracci, Kathryn Quadracci Flores, Mark Angelson, Doug Buth, John Fowler, Steve Fuller, Chris Harned, Jay Rothman and John Shiely, have all been nominated as directors to serve until the 2022 Annual Meeting of Shareholders and until their successors are duly elected and qualified. Let me now ask Jenny for a report on the votes.

On the election of J. Joel Quadracci, Dr. Kathryn Quadracci Flores, Mark A. Angelson, Douglas P. Buth, John C. Fowler, Stephen M. Fuller, Christopher B. Harned, Jay O. Rothman and John S. Shiely to serve as directors until the 2022 Annual Meeting of Shareholders and until their successors are duly elected and qualified, each of them received the plurality of the votes cast at this annual meeting.

Thank you, Jenny. The Chair declares that the proposed slate of directors has been properly elected. That completes our official business agenda for today. So I will now close the meeting and declare it adjourned. Thank you once again for attending the 2021 Annual Meeting of Shareholders of Quad/Graphics, Inc. We appreciate your interest in Quad. Thank you.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.