Roku, Inc. (ROKU) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for Roku Inc. Our host for today's call is Anthony Wood, CEO and Chairman of Roku. [Operator Instructions] I will now turn the call over to your host, Mr. Wood, you may begin, sir.

Thank you. Good morning, everyone. I'm Anthony Wood, Roku's CEO and Chairman. I'm happy to welcome you to the Roku 2020 Stockholder Meeting. The meeting will now officially come to order. I will ask Steve Kay, Roku's Senior Vice President, General Counsel and Secretary, to proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement.

Thank you, Anthony. I'd first like to acknowledge the members of the Board of Directors who are with us today. In addition to Anthony, the other members of the Board who are present are Mai Fyfield, Jeff Hastings, Alan Henricks, Neil Hunt and Ray Rothrock. Next, I'd like to introduce Steve Louden, our CFO. Also present today are Rod Gauer, Diane Murray of Deloitte & Touche, our independent auditors, who will be available to respond to questions -- appropriate questions at the end of the meeting. Now moving on to procedural matters. After the formal part of our meeting, we will answer questions relevant to today's meeting that were submitted by stockholders either in advance of or during the meeting. We have at this meeting a complete list of stockholders of record of the company's common stock on April 16, 2020, the record date for this meeting. I also have an affidavit certifying that on May 1, 2020, a notice of Annual Meeting of Stockholders of the company was deposited in the United States Mail to all stockholders of record at the close of business on April 16, 2020. At this time, I'd like to introduce Elsie Fletcher of Carideo Group. I am appointing Ms. Fletcher to act as inspector of election at this meeting. Ms. Fletcher has taken and subscribed to the customary oath of office to execute her duties with strict impartiality. We will file her oath with the records of the meeting. Ms. Fletcher's 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. I have been informed by the inspector of election that proxies have been received for 86,451,486 of the 101,744,219 shares of Class A common stock outstanding on the record date. And 18,651,815 of the 18,967,989 shares of Class B common stock outstanding on the record date, which represents approximately 93.7% of the aggregate voting power of the shares of common stock issued. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting. Any additional votes may be submitted online through the meeting portal. We will now proceed with the formal business of this meeting. There are 4 proposals to be considered by the stockholders at this meeting. The time is now 9:13 on June 10, 2020, and the polls are open for voting on all matters to be presented. The polls will be closed to voting after we go through the 4 matters to be voted on. The first item of business is the election of Alan Henricks as a Class I Director. The second item of business is the election of Neil Hunt and Anthony Wood as Class III directors. The third item of business is an advisory vote to approve our executive compensation. The fourth item of business is the ratification of the selection by the Audit Committee of the Board of Directors of Deloitte & Touche LLP as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2020. That was the final proposal for today's meeting. Are there any questions related to the 4 proposals? Voting is by proxy that may be submitted at this meeting by voting your shares as instructed on the meeting portal. Each share of Class A common stock is entitled to one vote. Each share of Class B common stock is entitled to 10 votes. [Voting]

The time is now 9:15, and the polls are now closed for voting. The report of the inspector of election covering the proposals presented at this meeting is as follows: the proposal to elect Alan Henricks as a Class I director of the company is carried; the proposal to elect Neil Hunt and Anthony Wood as Class III directors of the company is carried; the proposal for the advisory vote to approve the executive compensation of the company's named executive officers is carried; the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2020, is ratified. We expect to report our preliminary voting results or if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within a few business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within 4 business days after the final results are known to us. We will now see if there are any questions from management, our Board or Deloitte that are relevant to today's proceedings. As there are no questions, I now return the floor to Anthony.

Thanks, Steve. This concludes today's meeting. There being no further business to come before this meeting, the meeting is now concluded.

This now concludes the meeting. Thank you for joining, and have a pleasant day.