RGC Resources, Inc. (RGCO) Earnings Call Transcript & Summary

Welcome to the 2021 Annual Meeting for RGC Resources, Inc. Our host for today's call is John Williamson, Chairman of the Board. [Operator Instructions] I will now turn the call over to your host. Mr. Williamson, you may begin.

Thank you. Good morning, and welcome to the Virtual Annual Shareholders' Meeting of RGC Resources, Inc. As noted, I'm John Williamson, Chairman of the Board, and I am joined by Paul Nester, President and CEO; and Randy Burton, Vice President, Chief Financial Officer, Secretary and Treasurer. I hereby officially call this meeting to order. I'd like to walk through a few announcements this morning before getting into the official business of the meeting. We will conduct the business portion of our meeting first and answer questions at the end. Though we may be unable to answer every question, we'll do our best to provide responses to as many as possible. Please note the designated field for questions on the web portal. Only validated shareholders may ask questions. Your questions may be posted to the portal at any time during this meeting. We ask that you include your name when submitting questions so we know who we're chatting with. Please note that this meeting is being recorded and will be made available for replay on the company's website. Consequently, we request no recording of the meeting via mobile phones or other recording devices. A draft copy of the minutes of the 2020 annual meeting is attached to the portal. I will ask for approval of those minutes later in the meeting, so skim them if you have an opportunity. Any suggested corrections to the minutes may be noted in the field -- in the question field of the web portal. The Board of Directors fixed November 25, 2020, as the record date for determining shareholders entitled to vote at this meeting. The 2020 annual report and proxy statement as well as a certified list of shareholders is located on this portal. Now on to some of the more specific actions associated with the business today. The Chair appoints Nik Banka and Julie Pellillo as the committee on credentials, and the Chair hereby appoints Brooke Miles as inspector of elections. I would this morning like to introduce our directors, 3 of whom are nominees on the proxy today, and they are all participating in this call. They are in alphabetical order: Nancy Howell Agee, President and CEO of Carilion Clinic; Chair of Virginia Business Council; Director, Healthcare Realty Trust, Inc. and Director of American National Bank; Jackie Archer, President and COO of Blue Ridge Beverage Company and Director of Virginia Tech Foundation; Ab Boxley, President, East Region Summit Materials; Director of Pinnacle Financial Partners; Director, Carilion Clinic; Director in Steel Industries, Inc.; Joe Crawford, retired Vice President and General Manager, Steel Dynamics' Roanoke Bar division; Maryellen Goodlatte, Attorney and Council, the law firm Glenn, Feldmann, Darby & Goodlatte; Allen Layman, private investor, land developer and retired Chairman of Ntelos; Paul Nester, President and CEO, RGC Resources, Inc; Frank Smith, retired Vice President, industrial sales, Alpha Coal Sales company; and of course, yours truly, John Williamson. At this time, I would like to make a comment regarding the passing of an old friend and Director, Lynn Avis, who was a member of the Roanoke Gas Company and RGC Resources, Inc. Board of Directors from 1986 to 2005. He chaired the Board's compensation committee from 1991 to 2005 and, at various times, served on the Board's marketing, nominating, executive and governance committees. Mr. Avis passed away in May of 2020, and we miss him. I'd like to recognize our auditors, Brown Edwards & Company. Jason Ross, the company's engagement partner, is participating on this call. I'd also like to introduce and recognize our proxy today, Mr. Frank Ellett. He was a member of the Board of Directors for 29 years and he is participating by phone. We thank you for your assistance, Mr. Ellett. Now all of the formal business issues, could I hear a report from the committee on credentials?

Mr. Chairman, the Credentials Committee has certified to me that of the 8,170,701 shares outstanding at the record date, 6,129,716 shares are represented either in person or by proxy, representing 75.02% of the outstanding shares entitled to vote at this meeting.

And that was Corporate Secretary, Mr. Burton. Thank you, Randy. The Chair declares a quorum present and the meeting open for business. As noted earlier, the minutes of the annual meeting of the shareholders of February 20 -- February 3, 2020, are located on the portal. I have not seen any notices of corrections or changes. Mr. Secretary, do you note any?

I do not.

Thank you. Having received no corrections or changes to the minutes of the annual shareholder meeting held on February 3, 2020, the Chair hereby declares that they are approved as presented. I'll now present the matters to be voted on. Please note that we'll provide shareholders an opportunity to comment on the proposals themselves after all proposals have been presented. Proxy Proposal 1, nomination and election of Class C directors, they being: T. Joe Crawford; Maryellen F. Goodlatte; and Paul W. Nester. Proxy Proposal 2, ratification of the appointment of Brown Edwards & Company LLP as auditors for the year -- fiscal year 2021. And Proxy Proposal #3, nonbinding advisory vote on executive compensation. If any shareholder would like to comment regarding any of the proposals, please submit your comments through the web portal. I'll pause for a moment to give you an opportunity to do that. Mr. Secretary, you note any comments?

I do not. Thank you.

Thank you. Any shareholder who has not yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Shareholders who have sent in their proxies or voted via telephone or internet and do not wish to change their vote do not need to take any further actions. Again, I'll pause slightly to see if there are any folks to be registered. [Voting]

Seeing none, I declare the polls closed. With respect to Proposal #1, the election of Board nominees Crawford, Goodlatte and Nester, Mr. Ellett, please report the proxy vote.

Mr. Chairman, voting for, 4,047,586; withholding authority, 651,534; for votes 86.1%.

Thank you, Mr. Ellett. Mr. Secretary, can you confirm the calculations just reported on the proxy vote?

Mr. Chairman, I confirm the calculations of the proxy vote.