Remark Holdings, Inc. (MARK) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Remark Holdings, Inc. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Fay Tian, Vice President of Investor Relations, for Remark Holdings, Inc. Ms. Tian, the floor is yours.

Thank you, Matt. Good morning. I'm Fay Tian, Vice President of Investor Relations for Remark Holdings, Inc. Welcome to Remark Holdings, Inc.'s Annual Meeting of Shareholders. The Rules of Conduct for today's meeting are posted on the virtual meeting portal. Please take a moment to read them as we begin this meeting. Please note also that anyone logged into the virtual meeting portal as a stockholder may submit a question through the portal. Per all rules of conduct, we'll only answer questions related to the matters to be conducted at this meeting. After reviewing submissions via the portal, we will address appropriate questions when the polls are open for voting. On the call with me today are Chairman and Executive Officer, Kai-Shing Tao; and Board member, Theodore P. Botts. We will first conduct the formal business of this meeting and vote on the matters presented in the notice of annual meeting. There is, before this meeting, a list of stockholders entitled to vote at this meeting, furnished by Computershare, the company's transfer agent. The list is posted on the virtual meeting portal and will be available for inspection throughout this meeting. Also posted on the virtual meeting portal is a copy of the notice of annual meeting and proxy statement mailed beginning on or about April 29, 2022 to each stockholder of record at the close of business on April 25, 2022, the record date for the annual meeting, together with an affidavit of due mailing of such notice. The affidavit and the notice will be appended to the minutes of this meeting, together with a copy of the proxy statement. Consuelo Galicia of Computershare has been appointed as the inspector of election at this meeting. She is neither a director nor employee of the company. Her oath as the inspector of election has been submitted to this meeting and will be appended to the minutes. The inspector of election has examined the proxies. The report of stockholders represented at this meeting has been submitted and it indicates that the stockholders of shares in excess of the number necessary to constitute a quorum are represented by proxy. Having reported that a quorum is present for the transaction of business, I declare that the Annual Meeting of Stockholders of Remark Holdings, Inc. is duly and legally convened. As indicated in the notice of annual meeting, we are scheduled to conduct 4 items of business at this meeting: the election of directors to the company's Board of Directors; a vote on whether to ratify Weinberg & Company, P.A. as the company's independent registered public accounting firm for the fiscal year, ending December 31, 2022; a vote on a nonbinding advisory resolution to approve the compensation of our named executive officers; and a vote on whether to adopt and approve the 2022 Incentive Plan. The Board of Directors has recommended a vote for each of the nominees: in favor of ratifying Weinberg & Company, P.A. as the company's independent registered public accounting firm for the fiscal year ending December 31, 2022; in favor of the nonbinding advisory resolution to approve the compensation of our named executive officers; and in favor of adopting and approving the 2022 Incentive Plan. I now declare the polls open for voting. If you have not voted or wish to change your vote, you may do so now by clicking on the link provided in the virtual meeting portal. Any shareholder who has already voted and does not want to change their vote may not take any further action. We'll now pause for a short time to allow voting and to review any questions submitted via the portal. [Voting]

Stockholders did not submit any questions. The polls will now be closed. Based on the preliminary review of the votes cast, the inspector has informed me that all votes are in. Now the inspector of election will tabulate the vote and submit a report in writing to me. For tabulation, we'll pause for approximately 1 minute. The inspector of election has submitted her report. The report indicates that the stockholders have duly elected each of the company's nominees for director and have duly approved, by the requisite number of votes, the proposals to ratify Weinberg & Company, P.A. as the company's independent registered public accounting firm for the fiscal year ending December 31, 2022. She approved the nonbinding advisory resolution to approve the compensation of our named executive officers and to adopt an improved 2022 Incentive Plan. There being no further business to come before this meeting and in the absence of any objection, I declare this annual meeting adjourned. Thank you all for participating today, and enjoy the rest of your day.

This concludes the meeting. You may now disconnect.