Roblox Corporation (RBLX) Earnings Call Transcript & Summary

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

Good morning. I'm Dave Baszucki, Chair of the Board of Roblox Corporation, and it's a pleasure to welcome you to Roblox's 2024 Annual Meeting of Stockholders. I will act as Chairperson of this meeting. I have 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 the 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 on 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 30, and this meeting is officially called to order. I would like to introduce the other directors of the company in attendance today: Greg Baszucki, Chris Carvalho, Jason Kilar, Anthony Lee, Gina Mastantuono, and Andrea Wong. Also attending the meeting is Jason Dias 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 document 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 bylaws and Delaware law. During the formal meeting, we will address the matters described in the proxy statement dated April 11, 2024. 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 card were mailed on or about April 11, 2024, to all stockholders of record at the close of business on April 1, 2024, the record date of the meeting. The affidavit, together with the copies of the notice, proxy statement and proxy card 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. We will vote by proxy and in person electronically. Each holder of Class A common stock is entitled to one vote for each chair held of 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 of record as of the close of business on the record date. If you have previously sent in your proxy or voted via telephone or Internet, and you do not intend to change your vote, it is not necessary that you take any further action. Your vote will be counted. If you are 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 your screen -- entering your 11-digit control number and following the instructions there. Please refer to the rules and procedures for conduct at the annual meeting if you have questions about your eligibility or how to vote your shares. The votes cast stay 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. Should you wish to submit a question during the meeting, please click on the messaging icon at the top of the left side of your screen, type your question into the text box, then click the send icon the right of the text box. 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 8:06 on May 30, 2024, 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 7 members and is divided into 3 classes, each with a 3-year term. There are currently 3 Class I directors, 2 Class II directors and 2 Class III directors. The Class III directors will be elected at today's meeting. Election of the nominees is by a plurality of voting power of the shares of our common stock. Therefore, 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 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified. As indicated in the company's proxy statement, the following 2 individuals are nominated by the Board to serve as Class III directors: Anthony Lee and Andrea Wong. These nominees are each currently serving as directors. There are no nominations submitted to the company by stockholders prior to this meeting in accordance with the company's bylaws. Therefore, I declare the nominations closed. 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 on this proposal, please ensure you have submitted your vote. The next item of business is an advisory vote to approve the compensation of 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're voting on this proposal, please ensure that 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 our fiscal year ending December 31, 2024. Approval of this proposal requires the affirmative vote of the 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 on this proposal, please ensure you have submitted your vote. I have confirmed there are no questions regarding the proposals. It is now 8:09 on May 30, 2024, 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 upon all the proxies and ballots received prior to the commencement of the meeting and subject to final adjustment of the numbers of any votes and proxies submitted here today, I can tell you that with regard to Proposal 1, the Class III nominees Anthony Lee and Andrea Wong 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 2027 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 2024 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 of voting will be reported on a Form 8-K to be filed with the SEC within 4 business days of this meeting. There being no further business to come before the meeting, it is now adjourned. With that, I will turn the meeting back to Dave.

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.