Rigel Pharmaceuticals, Inc. (RIGL) Earnings Call Transcript & Summary

Good morning. I am Raul Rodriguez, and I am the Chief -- President and Chief Executive Officer and a member of the Board of Directors of Rigel Pharmaceuticals. I am very happy to welcome you to the Rigel Pharmaceuticals 2021 Annual Meeting of Shareholders. As you know, we are hosting today's meeting through a virtual online platform hosted by Broadridge Financial Solutions. Stockholders who are attending the meeting with a valid 16-digit control number will have the opportunity to submit questions or comments during the Q&A portion of this meeting through the text box located on your screen. We will try to answer questions that -- submitted and that are germane to the proposals and/or of this meeting and if we have time. Please submit your questions now to make sure they are received in a timely manner for our review and response. The time is now 8:02 a.m. on Tuesday, May 18, 2021, and the polls are open for voting for all matters to be presented. The polls will be closed after voting -- to voting after I go through each proposal to be voted on. If you intend to vote or have already not done so, you must submit your vote online now in order for it to be counted. After I describe each item to be voted on, we will close the polls. We will not accept ballots, proxies, revocations or changes after the polls have closed. If you have already submitted your vote by proxy and do not wish to change your vote, you do not do -- you do not need to vote now or your -- and your shares will be voted as previously instructed. Before I call the meeting to order, I'd like to introduce you to the members of the Board of Directors and the business team who are with us today. Our members of the Board here today are Gary Lyons, our Chairman of the Board; Brad Goodwin; Dr. Alison Hannah; Mr. Keith Katkin; Brian Kotzin; Walter Moos; and Jane Wasman. Also joining me are Ms. Dolly Vance, our EVP, Corporate Affairs, General Counsel and Corporate Secretary. I would also like to introduce you to Arusa Azariah of Ernst & Young LLP, our company's independent registered company, public accounting firm. Ms. Kathy Blackwell of Broadridge Financial Services -- Solutions; and Mr. Carlton Fleming of Cooley LLP, the company's outside legal counsel, are also in attendance virtually and available to respond to appropriate questions as needed. The meeting will now come to order. This meeting is being recorded and will be archived for 1 year after the date of meeting at www.virtualshareholder meeting.com/rigel2021. We will proceed with the formal business of the meeting as set forth in our Notice of Annual Meeting and proxy statement. We will first present the 5 proposals submitted for approval. Please save all questions related to the proposals to after all the proposals have been presented, after which we will announce the preliminary results of the voting. If you have not voted, I encourage you to do so online now. Lastly, as mentioned above, after the formal part of our meeting has concluded, we will try to answer as appropriate -- any appropriate questions related to the proposals you may have. Will the secretary of this meeting please report at this time with respect to the mailing of the Notice of the Annual Meeting and the stockholders list?

This is Dolly Vance, acting secretary of this meeting. I have at this meeting a complete list of the stockholders of record of the company's common stock on March 19, 2021, the record date for this meeting. The list is available for inspection during this meeting for any reason germane to this meeting. Please click on the link on your online portal to review the list. I also have an affidavit certifying that on April 6, 2021, a Notice of the Annual Meeting of Stockholders of the company was deposited in the United States Mail to all stockholders of record at the close of the business on March 19, 2021. Raul?

At this time, I am appointing Kathy Blackwell of Broadridge Financial Solutions, who is present virtually, to act as inspector of election at this meeting. Ms. Blackwell has taken and subscribed to the customary oath of office to execute her duties with strict impartiality. We will file this oath with the records of the meeting. Her function is to decide upon the qualification of voters, accept their votes and, when balloting on all matters is completed, to tally the final votes. Will the Secretary please report at this time with respect to the existence of a quorum?

I have been informed by the inspector of election that proxies have been received for 134,884,775 of the 170,120,636 shares of common stock outstanding on the record date, which represents approximately 79% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.

Thank you. We will now proceed with the formal business of this meeting. There are 5 proposals to be considered by the shareholders. The first item of business is the election of 3 directors to serve until the 2024 Annual Meeting of Stockholders and until their successors are elected. The nominees for Director are: Gregg Lapointe -- Gregg A. Lapointe, Brian L. Kotzin and Gary A. Lyons. The second item of business today is the approval of an amendment to the company's 2018 equity incentive plan as amended to add an additional 825,000 shares of common stock reserved for the issuance under the plan, remove the automatic nondiscretionary option grants to nonemployee directors, add an overall limit to nonemployee director compensation and to make certain other changes as described in the proxy statement of the company filed with the Securities and Exchange Commission on April 6, 2021. The third item of business today is the approval of an amendment to the company's 2,000 employee stock purchase plan as amended to add an additional 5,500,000 shares of common stock to the number of shares of common stock reserved for issuance under the plan. The fourth item of business today is the advisory vote on the executive compensation of the company's named executive officers as described in the proxy statement. The stockholders have been asked to vote on an advisory basis on the following resolution, "Resolved that the compensation paid to the company's named executive officers as disclosed pursuant to item 402 of Regulation S-K, including the compensation discussion and analysis, compensation tables and the narrative discussion is hereby approved." The fifth item of business today is the ratification of the selection of Ernst & Young LLP as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2021. That was the final proposal for today's meeting. As a reminder, we will now review and answer questions that pertain to the aforementioned proposals. Are there any, Dolly?

No, no questions.

There are no questions. The time is now 8:10 a.m., and the polls are now closed for voting. May we have the results of the voting?

The report of election covering the proposals presented at the meeting is as follows: The proposal to elect the directors of the company is carried. The proposal to the amendment equity plan is approved. The proposal concerning the ESPP is approved. The resolution concerning the executive compensation is approved. The appointment of EY is ratified. A full tally of the final voting results will be published in the current report on Form 8-K, which will be filed with the SEC within 4 days of this meeting.

Thank you, Dolly. This concludes the formal portion of today's meeting. We will now address the questions that were submitted by our stockholders that are germane to this meeting.

Again, we still have no questions.

Very well. I appreciate that. Thank you very much. It appears there are no questions. And so if you have questions beyond today's meeting, I will invite you to send those questions by e-mail to [email protected], again, [email protected]. Thank you again for your attendance at today's meeting and for your continued support of Rigel Pharmaceuticals. Have a good day.