Quince Therapeutics, Inc. (QNCX) Earnings Call Transcript & Summary

May 24, 2023

NASDAQ US Health Care Biotechnology shareholder_meeting 8 min

Earnings Call Speaker Segments

Operator

operator
#1

Hello, and welcome to the 2023 Quince Therapeutics Annual Meeting of Stockholders. Please note that this meeting is being recorded, and a replay will be posted to the Investor Relations section of Quince's website. It is my pleasure to now turn the meeting over to David Lamond, Chairperson of the Board of Directors. David, the floor is yours.

David Lamond

executive
#2

Good morning. It is a pleasure to welcome you to Quince's Annual Meeting of Stockholders. Thank you for joining us today live via our Internet webcast. It is 11:00 a.m. and time to call to order this Annual Meeting of Stockholders of Quince Therapeutics, Inc. I'd like to introduce several members of our management team who are joining me on this virtual meeting today. Dirk Thye, our Chief Executive Officer and a member of our Board of Directors; Karen Smith, our Chief Medical Officer; and Brendan Hannah, our Chief Business Officer and Principal Financial Officer. We have several other members of our Board of Directors present today, June Bray; Margaret McLoughlin; and Christopher Senner. Also with us today is [ Billy Kim ], representing BDO USA, LLP, our independent registered public accountant, and he is available to respond to appropriate questions. Lastly, also present is [ Gordon Ho ], representing Cooley LLP, our outside corporate counsel, and [ Daniel Spengel ] representing American Stock Transfer and Trust Company, LLC, acting as our Inspector of Elections. I will now turn the meeting over to Dirk Thye, Quince's Chief Executive Officer, who is acting as Secretary of the meeting.

Dirk Thye

executive
#3

Thank you, David. We will now conduct the formal part of the meeting, which includes voting on the proposals to be considered. The polls are now open. If you have not already voted, you may do so by clicking on the proxy voting site link on the left-hand panel of the screen. Voting procedures will be addressed in greater detail shortly. The annual meeting is being held in accordance with the company's bylaws and Delaware law. The items on the agenda for the formal meeting are: the election of 2 Class I directors, the approval of an amendment to our certificate of incorporation that allows us to effect a reverse stock split of our issued and outstanding common stock at a ratio of 1 for 10, the ratification of the selection of BDO USA, LLP as independent public accountants for the fiscal year ending December 31, 2023, and the approval on an advisory basis of the compensation of the company's named executive officers. After we vote on these matters, an announcement will be made regarding the preliminary results, and the formal meeting will be adjourned. Validated stockholders with a control number will be able to ask questions via the messaging icon on the top left-hand side of the web portal. I have proved by affidavit certifying that notice of this meeting was duly given and that the notice of Internet availability and proxy card were mailed on or about April 14, 2023 to all stockholders of record at the close of business on April 3, 2023, the record date for the meeting. We have appointed [ Daniel Spengel ], a representative of American Stock Transfer & Trust Company, LLC, to act as Inspector of Elections for this annual meeting. The Inspector of Elections has signed an oath of office, which will be filed with the minutes of this meeting. Inspector of Elections has advised me that we have a sufficient number of shares to constitute a quorum. Therefore, the meeting is duly constituted, and we may proceed with business. I will now describe the voting procedures. Stockholders attending the meeting via Internet webcast may vote their shares in real time until the polls are closed. Votes cast today will be counted in the final tally along with the proxies previously received. The Inspector of Elections will provide the preliminary results of voting at the end of the meeting. If anyone has a question regarding voting procedures, please submit the question by clicking on the messaging icon at the top left side of your screen. Type your question into the text box, then click send icon at the right of that text box. Polls for each matter to be voted on at this meeting are open. Any stockholder who hasn't voted or wishes to change his or her vote may do so by clicking on the proxy voting site link on the left side of your screen. Stockholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote, do not need to take any further action. We have 4 proposals from the company properly before the meeting. Detailed information concerning these proposals is in the proxy statement [ center ] made available to Quince stockholders. At this time, I'd like to ask whether there are any questions concerning the 4 proposals. Seeing no questions pertaining to the 4 proposals, I will move on. At this point, the polls are about to close. If you have not yet voted, please do so immediately. It's now 11:06 a.m. on May 24, 2023, and the polls for each matter to be voted on at this meeting are now closed. No additional online ballots, proxies or votes and no changes or revocations will be accepted. Proxies and online ballots will be tabulated by the Inspector of Elections. At this time, based on preliminary information provided by the Inspector of Elections, I can report that Margaret McLoughlin and Una Ryan have been elected as Class I directors of the company to hold office until the 2026 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, or until their earlier death, resignation or removal. Stockholders have approved an amendment to our certificate of incorporation that allows us to effect the reverse stock split of our issued and outstanding common stock. The selection of BDO USA, LLP as the company's independent auditor for the fiscal year ending December 31, 2023, has been ratified. And the compensation of the company's named executive officers has been approved on an advisory basis. These are the preliminary results of voting. The final results will be reported on our current report on Form 8-K to be filed with the SEC within 4 business days after the end of this meeting. With that, this Annual Meeting of Stockholders is now adjourned. Thank you for your attendance and for your continued support of Quince Therapeutics. We remain dedicated to identifying and acquiring a clinical-stage asset with a compelling commercial opportunity that can benefit from our team's significant drug development expertise, and we look forward to keeping you updated on our progress. Thank you again for your support.

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