Quantum-Si incorporated (QSI) Earnings Call Transcript & Summary

Greetings. Welcome to the Quantum-Si Incorporated Annual Meeting. [Operator Instructions] Please note this conference is being recorded. I would now like to turn the conference over to your host, Jeff Hawkins, President and Chief Executive Officer of Quantum-Si.

Good afternoon, and welcome to the 2025 Annual Meeting of Stockholders of Quantum-Si Incorporated. It is 1:00 p.m. Eastern Time, and I would like to call this meeting to order. I'm Jeff Hawkins, President and Chief Executive Officer and a member of the Board of Directors of Quantum-Si. Today's meeting is a live audio webcast. We hope that this virtual meeting will maximize the participation of stockholders regardless of their location. Thank you very much to those who are participating today. It gives me great pleasure to welcome you to this meeting. Now I'd like to make some introductions of members of the executive team, and then I will describe the format of this meeting. The executive team is a small part of a much broader and very talented team moving Quantum-Si forward every day. Our people are why Quantum-Si has made it so far so quickly and will be responsible for helping us to continue to fulfill our mission. I would like to introduce Jeff Keyes, our Chief Financial Officer and Treasurer; Todd Bennett, our Chief Commercial Officer; John Vieceli, our Chief Product Officer; Todd Rearick, our Chief Technology Officer; Lindsay Thompson, our Chief Human Resource Officer; and Christian Lapointe, our General Counsel and Corporate Secretary. Part of the team are also outside professionals who support us every day. [ Ousmane Caba ] from PricewaterhouseCoopers, our independent auditors is in attendance and Larry Nishnick from DLA Piper, our external legal counsel, is also here. In terms of the format of the meeting, Jeff and Christian will guide us through the formal part of the meeting. I have appointed Jeff to serve as Inspector of Elections at this meeting. And in that capacity, he will report on the results of the voting as tabulated by Broadridge Financial Solutions. Each of us look forward to having the chance to answer any questions you may have. I will now turn the formal part of the meeting over to Jeff and Christian.

Thank you, Jeff. As Jeff stated, we will proceed with the formal business of the meeting as set forth in the proxy materials, including the notice of this meeting. The proxy materials, including the notice of this meeting was mailed on April 2, 2025 to stockholders of record as of March 18, 2025. The agenda for the meeting as indicated in the notice and accompanying documents sent to you is to vote on the following proposals: first, to elect 10 directors to serve 1 year terms expiring in 2026. Second, to ratify the appointment of PricewaterhouseCoopers as Quantum-Si's independent registered public accounting firm for the current fiscal year. Third, to approve a nonbinding advisory vote, the compensation of our named executive officers. We will now consider and call to vote each proposal in the same order. The proposals are described in detail in our proxy statement. The polls for each matter are open for voting and will continue -- will remain open until we announce the polls are closed, which will occur after we have read the description of all the proposals to be voted on at this meeting or such earlier time as may be announced. No balance or proxies or revocations thereof or changes thereto will be accepted after the polls are closed. The inspector of elections will announce the results of the voting at the end of the formal part of this meeting. Before we address the proposals to be voted on today, we would like to point out that most stockholders have already cast their votes by completing proxy cards or by voting over the Internet. These votes have been tabulated by Broadridge Financial Solutions. We would like -- we would now like to ascertain from the inspector of elections if a quorum is present for this meeting.

Thank you, Christian. The count of shares present immediately prior to the commencement of the meeting indicated that 99,332,858 shares of the company's common stock were present or represented by proxy, including 79,395,358 shares of the company's Class A common stock and 19,937,500 shares of the company's Class B common stock with each share of the Class A common stock entitled to 1 vote and each share of Class B common stock entitled to 20 votes. This is approximately 85% of the outstanding total voting power of the shares of common stock of the company as of the record date. We, therefore, have a majority of the voting power of the outstanding shares of common stock represented at this meeting or through representation by proxy.

Thank you, Jeff. We therefore declare that a quorum exists, let's now proceed to voting on each of the proposals. The first proposal is to elect each of Charles Kummeth, Jeffrey Hawkins, Paula Dowdy, Ruth Fattori, Amir Jafri, Jack Kenny, Brigid Makes, Scott Mendel, Kevin Rakin and Jonathan Rothberg, as directors for a term of one year to serve until 2026 Annual Meeting of Stockholders and until their respective successors are elected and qualified. Additional information about them is included in our proxy statement. We hereby declare that each nominee has been duly nominated and that Quantum-Si has not received notice of any other nominations as required under the company's bylaws. Accordingly, all nominations are closed. The polls will open for the next few minutes to vote on the election of the directors as well as the next matters. After voting has been completed on all the matters on the agenda, the votes will be counted. Any stockholder who has already voted and does not want to change their vote, need not take any further action. The second item on today's agenda is the ratification of the appointment by the Board of Directors of PricewaterhouseCoopers as Quantum-Si's independent auditor for the current fiscal year. Any stockholder who has already voted and does not want to change their vote may not take any further action. The third item on today's agenda is the approval by a nonbinding advisory vote of the compensation of our named executive officers as disclosed in our proxy statement. Any stockholder who has already voted and does not want to change their vote may not take any further action. This concludes the proposals to be voted at this annual meeting. Let's now turn to the results of the voting. We now declare that the polls are closed on each of Proposal #1, Proposal #2 and Proposal #3. The inspector of elections will now give us a report on the voting results.

Thank you, Christian. We have completed a preliminary count of the ballots and we will, of course, have these numbers outlined in Form 8-K, which will be filed with the SEC no later than Thursday, May 22, 2025. With respect to proposal #1, the election of directors, the requisite number of shares have been voted for Mr. Kummeth, Mr. Hawkins, Mr. Dowdy, Ms. Fattori, Mr. Jeffry, Mr. Kenny, Ms. Makes, Mr. Mendel, Mr. Rakin and Dr. Rothberg. With respect to proposal #2, the ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditors, the requisite number of shares have been voted for this proposal. With respect to proposal #3, the approval by a nonbinding advisory vote of the compensation of our named executive officers, the requisite number of shares have been voted for this proposal. That concludes my report as Inspector of Elections.

Thank you, Jeff. Because the affirmative vote of the holders of the requisite number of shares has been obtained on each proposal, we hereby declare that each proposal has been officially approved and ratified by the stockholders. Mr. Hawkins, there being no other business to conduct at this meeting, we are ready to declare the formal part of the meeting officially adjourned.

There being no other business to conduct at this meeting, I hereby declare the formal part of our meeting is officially adjourned. Thank you for your attention.

We will now turn the meeting over to Jeff Hawkins for any Q&A. We are obliged to say that management's remarks and responses to any questions may contain forward-looking statements. As is custom, we point out that actual results may differ significantly from results discussed in the forward-looking statements. Factors that may cause such a difference include those set forth in the company's SEC filings, including the company's annual report on Form 10-K for the fiscal year ended December 31, 2024 and its quarterly report on Form 10-Q for the quarter ended March 31, 2025.

Thank you, Christian and to our stockholders. I would again like to express my sincere appreciation to the stockholders who attended the meeting virtually and voted as well as those who submitted their proxies but were not able to attend. We would be glad to now open the floor up to any questions or comments from stockholders. If you wish to ask a question, please submit your question via the link included in the webcast today. Jeff, can you please confirm if we have any questions?

At this time, we have no questions.

Thanks, Jeff. If there are no more questions, then we will conclude the session today. Thank you.

This concludes today's conference, and you may disconnect at this time. Thank you for your participation.