Sabre Corporation (SABR) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. Thank you for being with us today, and welcome to Sabre Corporation's 2021 Annual Meeting of Stockholders. I'm Steve Milton, Sabre's Corporate Secretary and secretary of today's meeting. We also have Karl Peterson, Sabre's Chairman of the Board; and Sean Menke, Sabre's President and CEO, who will be acting as Chairman of today's meeting. Also attending today's virtual meeting are the members of our Board of Directors, in addition to Karl and Sean. These directors are George Bravante, Hervé Couturier, Gary Kusin, Gail Mandel, Zane Rowe, Gregg Saretsky and John Scott. Also attending are Phyllis Newhouse and Wendi Sturgis, who are nominees for election as director. You can access the copy of today's agenda and a few rules for this meeting on the virtual meeting side. As you'll see from the agenda, we will first cover the legal requirements for the meeting, and then we'll address the proposals included in the proxy statement. Finally, we'll have a report on the results of the voting on the proxy statement proposals. The items properly submitted for consideration at this meeting are the proposal for the election of the 11 directors named in Sabre's proxy statement, ratification of the appointment of our independent auditor, approval of our 2021 Omnibus Incentive Compensation Plan, approval of the advisory nonbinding vote on the compensation of our named executive officers and approval of the frequency of the advisory vote on executive compensation. We provided the following materials to each stockholder of record as of the record date, March 2, 2021, proper notice of this meeting and access to copies of the 2021 proxy statement and 2020 annual report. More than 87% of Sabre's common stock is represented at this meeting, either by attending this meeting or by proxy. As a result, this meeting is properly convened and a quorum is present. Affidavits confirming these matters as well as the certified list of stockholders are available for examination. The materials will also be filed with the records of the meeting. Mindi Altman, who's Relationship Manager of Mediant, has been appointed inspector of election for the annual meeting. As previously mentioned, the ground rules and the agenda for today's meeting are available online. In order to provide a fair and informative meeting, we have established these rules and procedures, and we appreciate your cooperation. We'll introduce each of the 5 proposals set forth in the proxy statement and identified on the agenda. After the 5 proposals have been presented, we'll answer questions submitted. We'll vote on the 5 proposals at the same time. Stockholders wishing to submit a question may do so on the virtual meeting screen. We'll respond to appropriate questions later on during the meeting or in some [ cases ], we'll respond back separately following the meeting. I declare that the polls are now open. If you gave us your proxy or voted by telephone and Internet, your shares will be voted by the Proxy Committee as you directed. If you have not voted your shares yet or if you wish to change your vote on any matter, you should have previously received instructions and access information as to make your vote. Now I'll turn it over to Sean Menke to introduce the 5 proposals to be voted on today.

Thank you, Steve, and welcome, everybody, to our 2021 Annual Meeting of Stockholders. We will first consider and vote on the proposals in our proxy statement. After that, Steve will report on the results of today's vote. Each of the 5 proposals on the ballot today has been described in detail in our 2021 proxy statement. The first proposal in the proxy statement is the election of George Bravante, Jr.; Hervé Couturier; Gary Kusin; Gail Mandel; Sean Menke; Phyllis Newhouse; Karl Peterson; Zane Rowe; Gregg Saretsky; John Scott; and Wendi Sturgis as directors. In addition, I'd like to note that Renée James, Judy Odom, Joe Osnoss and John Siciliano have retired from the Board of Directors today. On behalf of the Board and the management team, I want to thank Renée, Judy, Joe and John for their service as directors, and we wish them well. On behalf of the Board and its Governance and Nomination Committee, I declare that each of the 11 individuals named in our proxy statement has been properly nominated for a 1-year term expiring at the 2022 Annual Meeting of Stockholders. The next order of business is proposal 2, ratification of the Audit Committee's selection of Ernst & Young as the company's independent registered public accounting firm to audit the company's 2021 financial statements. Trent Handy and Gabe Stagner from Ernst & Young are attending today's virtual meeting as well. The next order of business is proposal 3, approval of our 2021 Omnibus Incentive Compensation Plan. The next order of business is proposal 4, approval of the advisory vote on the compensation of our named executive officers. The next order of business is proposal 5, approval of the frequency of the advisory vote on executive compensation. We will now respond to appropriate questions that have been submitted. Steve, can you review these questions, please?

Thanks, Sean. We have the following set of questions that were submitted prior to the meeting. What opportunities do you see to improve existing flight planning and crew scheduling software? How are you preparing the software to keep up with the pace of smart technology? Will Sabre products move towards a web browser-based UI in the future?

For the first question, we have a wide portfolio of airline operations solutions that span crew, flight, movement, airport and more. For example, our next-generation Crew Manager solution is built on modern cloud technologies and is powered by web service-based integration. Regarding the second question on improving our software, our technology transformation is one of our key strategic initiatives. For example, we recently announced Sabre Travel AI with next-generation capabilities that we expect to enhance our current product offering as well as Sabre Smart Retail Engine. For the third question, on movement towards web-based browsers, many of our products already have been -- are web-based browsers. For example, in 2020, we launched Sabre Red 360 Web, the new web version of our premier point-of-sale product for travel agents. Steve, are there any more questions?

Sean, there have been no other questions submitted for response to today's annual meeting.

There being no other questions, I now declare that the polls are closed. I'll now turn it over to Steve to report on the voting results.

Thank you, Sean. First, let me say that the results I'm about to announce are preliminary. We'll file the final results with the SEC on a Form 8-K within 4 business days. The inspector of election has advised me that each of the 11 nominees for director was elected for a 1-year term, the selection of Ernst & Young as the company's independent registered public accounting firm was ratified, the 2021 Omnibus Incentive Compensation Plan was approved, the advisory nonbinding vote on the compensation of our named executive officer was not approved, and the frequency of the advisory vote on the executive compensation that was approved every year. With that, I'd like to thank you for attending our annual meeting today and for your continued support of Sabre. The meeting is adjourned.