RCM Technologies, Inc. (RCMT) Earnings Call Transcript & Summary

Hello, and welcome to the 2025 RCM Technologies, Inc. Annual Meeting of Stockholders. Please note that this meeting is being recorded. Questions may be submitted through the message icon at the top left of your screen. Type in your message, then click on the Send Icon to the right of the message box. It is now my pleasure to turn the meeting over to Bradley S. Vizi. Executive Chairman and President of RCM Technologies. Mr. Vizi, the floor is yours.

Thank you. Good afternoon, everyone, and welcome to RCM Technologies 2025 Annual Meeting of Stockholders. Thank you for joining our virtual meeting. Today, we will conduct the formal business of the meeting as set forth in the company's notice of annual meeting and proxy statement, which are posted on the annual meeting website. It is our intention to conduct this meeting in accordance with these documents. Following that, I will answer questions from stockholders as appropriate and as time permits. Please note that in the interest of all stockholders, we will only address those questions that are pertinent to the business of the meeting. Now I'd like to formally open the business portion of this meeting, which will now come to order. The polls for the items to be voted on at this meeting are open and will remain open until the end of the business portion of this meeting. Stockholders of record and beneficial owners with shares held in street name, who have obtained and submitted to Equiniti, the company's transfer agent, a valid 11-digit control number and who are attending this meeting, but have not already voted or who wish to change their votes may do so now by clicking the proxy voting site link on the left side of the annual meeting website. Please note that if you have already voted and do not wish to change your vote, you do not need to vote again here. Kevin D. Miller, the company's Chief Financial Officer, will serve as Secretary of the meeting, and I will act as Chairman. The Secretary has in his possession a sworn affidavit of mailing of the notice of this meeting. The notice having been mailed beginning on or about November 13, 2025, together with the proxy statement and the form of proxy to all RCM Technologies, Inc. stockholders of record at the close of business on October 22, 2025. A complete list of stockholders of record in alphabetical order with the address of and number of shares held by each such stockholder has been on file at the principal office of RCM Technologies, Inc. at 2,500 McClellan Avenue, Pennsauken, New Jersey since December 10, 2025. Kevin D. Miller and Grace Flowers have been appointed judges of election for the meeting -- for this meeting and the qualifying oath has been administered to them. The representative will make a statement.

Mr. Chairman, we have determined and state that 7,410,510 shares of common stock were outstanding on October 22, 2025, the record date, each of which has the right vote. Proxies have been executed for more than a majority of the shares of common stock outstanding on October 22, 2025 and therefore, a quorum is present at this meeting.

The first item of business to come before the annual meeting is the election of directors. The Board of Directors have determined in accordance with the bylaws that 4 directors will be elected to hold office until the Annual Meeting of Stockholders to be held in 2026. The following persons have been nominated as described in the proxy statement. Bradley S. Vizi; Swarna Srinivas Kakodkar; Jayanth S. Komarneni; and Chigozie O. Amadi. There are 4 other proposals before the annual meeting. The approval of the company's 2025 omnibus equity compensation plan; the ratification of EisnerAmper LLC as the company's independent accountants for the fiscal year ending January 3, 2026; the approval of -- on an advisory basis of the compensation of the company's named executive officers for the fiscal 2024 as disclosed in the proxy statement; and an advisory vote regarding the frequency of future advisory votes on compensation of the company's named executive officers. Are there any questions? Or is there any discussion on any of these proposals? There being no further questions. Let us now proceed to vote on the nominees of the Board of Directors. The approval of the company's 2025 omnibus equity compensation plan; the ratification of EisnerAmper LLP, as the company's independent accountants, the approval on an advisory basis of the compensation of the company's named executive officers; and an advisory vote regarding the frequency of future advisory votes on compensation of the company's named executive officers. I now declare the polls open for voting on each of the 5 matters before the meeting. Should anyone wish to cast or change their vote, please click on the proxy voting site link on the left side of your screen and enter your 11-digit control number to do so now. Let me remind you that if you have sent in your proxy, there is no need for you to cast a ballot. The persons named in the proxy will vote your shares as indicated on the proxy you mail to us. [Voting]

I now declare the polls closed. We will now have the report of the judges of election.

We, the judges of the election, hereby certify that more than a majority of the votes cast with respect to each of the candidates for election as director or cast in favor of the election of such candidate. And thus, all such candidates were elected directors for a term expiring at the Annual Meeting of Stockholders to be held in 2026.

Persons named by the judges of election in the report are elected directors to hold office for the terms through which they were elected, subject to provisions of the bylaws.

We, the judges of election, hereby certify that more than a majority of the votes cast on each of the following proposals were cast in favor of the respective proposal. One, to approve the company's 2025 omnibus equity compensation Plan; two, to ratify the appointment of EisnerAmper LLP, PC as the company's independent accountants for the fiscal year ending January 3, 2026; three, to approve an advisory basis the compensation of the company's named executive officers for fiscal 2024 as disclosed in the proxy statement; and four, to approve, on an advisory basis, the frequency of future advisory votes on compensation of our named executive officers. Therefore, the proposals just described have been duly adopted by the stockholders. As for the advisory vote regarding the frequency of future advisory votes on compensation of the company's named executive officers, a plurality of the votes has been cast in favor of a frequency of 1 year for such future votes.

The judges of election are requested to make a written report after this meeting of the exact results of the proposals before the meeting and submit the report to the Secretary of RCM Technologies Inc. This completes our anticipated agenda. We will entertain a motion for adjournment. Following the meeting, we will be available for questions and answers relating to the business of this meeting.

Mr. Chairman, I so move.

Mr. Chairman, I second the motion.

The meeting is adjourned. And with that, we will now go into the question-and-answer session. We will take stockholders' questions and comments that have been submitted during the meeting on the Annual Meeting website. Please note, we will try to answer as many questions as time allows, but only questions that are appropriate to the business of the meeting will be answered. Okay. It does not appear that there are any stockholder questions or comments in the queue. Thank you all for joining us today. I want to thank all of the company directors, executives and partners for joining us, and I would like to thank all of our stockholders for your attendance at today's meeting and for your continued support of RCM Technologies.

This now concludes the 2025 Annual Meeting of Stockholders of RCM Technologies, Inc. Thank you for participating. You may now disconnect.