Roblox Corporation (RBLX) Earnings Call Transcript & Summary

Hello, and welcome to the Roblox Corporation 2023 Annual Meeting of Stockholders. Please note the meeting is being recorded. [Operator Instructions] The meeting is about to begin.

Good morning. I'm David Baszucki, Chair of the Board of Roblox Corporation, and it's a pleasure to welcome you to Roblox's 2023 Annual Meeting of Stockholders. I will act as Chairperson of this meeting. I've asked Mark Reinstra, our General Counsel and Corporate Secretary, to record the minutes and conduct the formal portion of the meeting. We are holding our annual stockholders' meeting virtually this year. Please note this meeting is being recorded. We will conduct a business portion of our meeting first and answer questions asked in accordance with our rules of conduct and procedures at the end of the meeting. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. Please refer to the Rules of Conduct document for instructions about how to submit questions. Both the Rules of Conduct and the list of stockholders as of the record date can be found in the drop-down menu under the Documents tab at the top of your screen. Please note, we will not be making any presentation on the business or financial condition of the company at this meeting. It is now shortly after 8 a.m. Pacific Time on May 25, and this meeting is officially called to order. I would now like to introduce the directors of the company in attendance today. All are present. David Baszucki, Gregory Baszucki, Chris Carvalho, Anthony Lee, Gina Mastantuono, Andrea Wong. Also attending this meeting is Jeff Jenkins from Deloitte, our independent auditor. Now over to Mark to conduct the formal portion of the meeting.

Thanks, Dave. The agenda and Rules of Conduct are accessible by clicking the Documents icon on the left side of your screen. In order to ensure that the business of the meeting proceeds efficiently, we ask that you observe those rules. The annual meeting is being held in accordance with Roblox's bylaws and Delaware law. During the formal meeting, we will address the matters described in the proxy statement dated April 3, 2023. I have proof by affidavit that notice of this meeting has been duly given and that the Notice of Annual Meeting of Stockholders, proxy statement, and proxy were mailed on or about April 3, 2023 to all stockholders of record at the close of business on March 27, 2023, the record date for this meeting. The affidavit, together with copies of the notice, proxy statement, and proxy will be filed with the minutes. I have been appointed to act as inspector of election. I have signed an oath, which will be filed with the minutes. We have present in person or by proxy a sufficient number of shares to constitute a quorum. Therefore, the meeting is duly constituted, and we may proceed with business. I'll briefly go over the voting procedures. We will vote by proxy and in person electronically. Each holder of Class A common stock is entitled to 1 vote for each share held at record at the close of business on the record date. Each holder of Class B common stock is entitled to 20 votes for each share held at record at the close of business on the record date. If you have previously sent in your proxy or voted via telephone or Internet and do not intend to change your vote, it is not necessary that you take any further action. Your vote will be counted. If you're eligible to vote and have not done so, or if you are eligible to vote and want to change your vote, you may vote by clicking on the proxy voting site link on the left side of the screen, entering your 11-digit control number and following the instructions there. Please refer to the rules and procedures for conduct of the annual meeting if you have questions about your eligibility or how to vote your shares. The votes cast today will be counted in the final tally along with the proxies and votes previously received. I will announce the preliminary results of the voting at the end of the meeting. [Operator Instructions] Please note that in the interest of all stockholders, we will only address those questions that are pertinent to the business of the meeting. It is now 8:05 on May 25, 2023, and the polls for each matter to be voted on at this meeting are now open. The first item of business is the election of directors. The company's Board presently has 6 members and is divided into 3 classes, each with a 3-year term. There are currently 2 Class I directors, 2 Class II directors and 2 Class III directors. The Class II directors will be elected at today's meeting. The 2 nominees who receive the largest number of votes cast for such nominees are elected as directors. Directors elected at today's meeting will hold office until the 2026 Annual Meeting of Stockholders, or until the successors are duly elected and qualified. As indicated in the company's proxy statement, the following 2 individuals are nominated for the Board to serve as Class II directors: David Baszucki and Greg Baszucki. These nominees are each currently serving as directors. There are no nominations by stockholders submitted to the company prior to this meeting in accordance with the company's bylaws. Therefore, I declare the nominations closed. Elections of the nominees is by a plurality of the voting power of the shares of our common stock. Therefore, the nominees who receive the largest number of votes cast for such nominees are elected as directors. The Board recommends that stockholders vote in favor of these nominees, and the proxies solicited by the Board will be voted in favor of these nominees. If you are voting, please ensure you have submitted your vote. The next item of business is an advisory vote to approve compensation for our named executive officers. Approval of this proposal requires the affirmative vote of a majority of the voting power of the shares of our common stock present in person or represented by proxy and entitled to vote. Our Board recommends a vote in favor of this proposal. If you are voting, please ensure you have submitted your vote. The next item of business is to ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. The approval of this proposal requires the affirmative vote of a majority of the voting power of the shares of our common stock present in person or represented by proxy and entitled to vote. Our Board recommends a vote in favor of this proposal. There have been no questions pertinent to this meeting that have been submitted. As such, we now give you a brief pause -- we'll have a brief pause for you to vote your shares. [Voting]

It is now 8:09 on May 25, 2023, and the polls for each matter to be voted on at this meeting are now closed. No additional ballots, proxies or votes and no changes or revocations will be accepted. Based on all the proxies and ballots received prior to the commencement of the meeting and subject to final adjustment of the numbers for any votes and proxies submitted here today, I can tell you that with regard to Proposal 1, the 2 Class II nominees, David Baszucki and Greg Baszucki, received the largest number of votes cast for such nominees. Each of them have therefore been reelected as a director of the company to hold office until the 2026 Annual Meeting of Stockholders. With regard to Proposal 2, the advisory vote on the compensation of our named executive officers has been approved by a majority of the voting power of the shares of our common stock present in person or by proxy. With regard to Proposal 3, the ratification of the independent registered public accounting firm for fiscal 2023 has been approved by a majority of the voting power of the shares of our common stock present in person or by proxy. The final results will be reported in a Form 8-K to be filed with the SEC. There being no further business to come before the meeting, it is now adjourned. Dave, there appear to be no questions asked during this meeting. With that, I will turn it back to you.

Thank you all for attending today's meeting and for the interest you have shown in the affairs of Roblox Corporation. We very much appreciate your attendance, and as always, thank you for your support.