Safety Insurance Group, Inc. (SAFT) Earnings Call Transcript & Summary

Now 10 a.m. on Wednesday, May 15, 2024. The meeting will please come to order. I am George Murphy, Chair of the Board of Directors, President and CEO of Safety Insurance Group, Inc. On behalf of Safety Insurance Group, I welcome all of you to the 2024 Annual Meeting of Stockholders. Before we go further, I'd like to introduce you to our directors and officers who are present at today's meeting. They are John Farina, Thalia Meehan, Mary Moran; Jim Berry, the VP of Underwriting; and Chris Whitford, Vice President, CFO and Secretary. Also, Joe DeSantis and John [Indiscernible], representative of Deloitte & Touche, our independent auditors are also on the conference call, and will be available to respond to appropriate questions. As is stated in the handout that all of you should have received, we will conduct the formal portion of this meeting first. Following adjournment of the annual meeting, you will have an opportunity to raise any questions that you may have. Furthermore, questions sent in advance via e-mail will also be addressed at that time. Now back to the official part of this meeting. As President and CEO of Safety Insurance Group, I will act as Chairperson of the 2024 Annual Meeting. I hereby appoint Chris Whitford, Safety's Chief Financial Officer, Vice President and Secretary as the Secretary of this meeting. Now I will ask Chris to take care of certain preliminary formalities.

Thanks, George. Each of you should have received a copy of our one-page handout showing the agenda and meeting procedures. Please conduct yourself in accordance with those rules of conduct. The handout also contains information regarding certain forward-looking statements, which may be expressed today regarding Safety's future operations or performance. I'd like to introduce you to Jennifer Borden of Borden Consulting Group. Ms. Borden has been appointed as Inspector of Elections for this meeting. If you've already voted by proxy, your vote will be counted automatically without any further action on your part. As a matter of convenience for the Inspector of Elections, it would be preferable for a stockholder who is present and who has previously given a proxy and does not wish to change his or her vote to allow his or her shares to be voted by proxy rather than voting in person. Is there any stockholder present who wishes to give their proxy to the Inspector of Elections, but has not done so? If so, please raise your hand and the inspector of election will collect them at this time. If there is anyone present who wishes to vote his or her shares in person, please raise your hand at this time. Before acting on the matters stated in the notice of the meeting and proxy statement, I will establish for the record that this meeting is properly convened and that there is a quorum present for the transaction of business, and the polls are open. According to the affidavit of distribution dated April 11, 2024, a notice of this Annual Meeting of Stockholders and instructions as to how to access the proxy statement, the proxy card and the annual report to stockholders were sent to each stockholder of record as of the close of business on March 18, 2024. Notice of this meeting has been duly given in accordance with Safety's bylaws and the proxy statement has been filed with the Securities and Exchange Commission. Extra copies of the annual report and proxy statement are available on the table at the side of the room. Prior to the commencement of this meeting, Ms. Borden took an oath of office to faithfully and honestly execute the duties of inspector with strict impartiality and to the best of her ability. The affidavit of distribution and the oath of the Inspector of Elections are in my possession and will be filed with the minutes of this meeting. On the record date, there were 14,836,665 shares of Safety's common stock outstanding and entitled to vote at this meeting. The list of stockholders of record entitled to vote was taken from safety stock ledgers has been prepared and certified by Broadridge Financial Solutions. I have been informed by the Inspector of Elections that there are holders of a total of no fewer than 13,930,218 shares of stock present or represented by proxy at this meeting. And as a result, I hereby declare a quorum is present and declare the meeting is duly convened. George, I believe this is all preliminary matters, and they have been concluded.

Thank you, Chris. There is no objections to report of the Secretary, it will be accepted. There being no objection, it stands so accepted. We shall now move on to the transaction of business. In addition to certain procedural matters, there are 3 proposals before the stockholders. The first is the selection -- election of 3 of Safety's directors to Class 1 for the term ending in 2027. The second is the ratification of the appointment of Deloitte & Touche LLP as Safety's independent registered public accounting firm for 2024. The third is an advisory vote on the compensation of the named executive officers as disclosed in the company's proxy statement for the 2024 Annual Meeting. In order to make this process as orderly as possible, after a motion has been moved and seconded, I will open the floor to any questions or discussions related only to that motion. Please hold all other questions not directly related to the motion until after the formal portion of the meeting. The first order of business is the election of 3 Class I directors to serve a 3-year term expiring in 2027. May I have a motion?

I move that we elect 3 Class 1 directors and on behalf of the Board of Directors, I nominate Charles J. Brophy III, Dennis J. Langwell, and Mary C. Moran to each serve a 3-year term ending at the 2027 Annual Meeting of Stockholders.

Is there a second?

I second the motion?

Is there any discussion on the motion? The second order of business is the ratification of the appointment of Deloitte & Touche LLP as Safety's independent registered public accounting firm for 2024. May I have a motion?

I move that we ratify the appointment of Deloitte & Touche LLP as Safety's independent registered public accounting firm for 2024.

Is there a second?

I second the motion.

Is there any discussion on the motion? Third order of business and advisory vote on compensation of the named executive officers as disclosed in the company's proxy statement to the 2024 Annual Meeting. May I have a motion?

I move that we approve the compensation of the named executive officers as disclosed in the company's proxy statement for the 2024 Annual Meeting.

There a second?

I second the motion.

Is there any discussion on the motion? Polls are now closed. Is the inspector of elections ready to report on the results of the vote?

Mr. Chairman, I have received and tabulated the proxies and ballots on the first item identified in the company's notice of annual meeting of stockholders and proxy statement dated April 2, 2024. As of May 15, 2024, at least 12,431,886 shares of Safety's common stock representing a majority of the votes cast by the stockholders entitled to vote on this matter at the meeting in accordance with the bylaws, have been voted in favor of Charles J. Brophy III. I received and tabulated the proxies and ballots on first item identified in the company's notice of annual meeting of stockholders and proxy statement dated April 2, 2024. As of May 15, 2024, at least 12,431,629 shares of Safety's common stock, representing a majority of the votes cast by the stockholders entitled to vote on this matter at this meeting in accordance with the bylaws have been voted in favor of Dennis J. Langwell. Mr. Chairman, I have received and tabulated the proxies and ballots on the first item identified in the company's notice of Annual Meeting of Stockholders and proxy statement dated April 2, 2024. As of May 15, 2024, at least 12,314,868 shares of Safety's common stock, representing a majority of the votes cast by the stockholders entitled to vote on this matter at this meeting in accordance with the bylaws, have been voted in favor of Mary C. Moran.

I hereby declare that Mr. Brophy, Mr. Langwell, and Mr. Moran have been elected as Directors of Safety Insurance Group.

Mr. Chairman, I've also received and tabulated the proxies and ballots on the second item identified in the company's notice of Annual Meeting of Stockholders and proxy statement dated April 2, 2024. As of May 15, 2024, at least 13,781,489 shares of Safety's common stock, representing a majority of the votes present or represented and entitled to vote on this matter at this meeting in accordance with the bylaws, have been voted in favor of ratifying the appointment of Deloitte & Touche LLP as Safety's independent registered public accounting firm for 2024.

I hereby declare that the appointment of Deloitte & Touche LLP as Safety's independent registered public accounting firm for 2024 has been ratified.

Mr. Chairman, I have also received and tabulated the proxies and ballots on the third item identified in the company's notice of annual meeting of stockholders and proxy statement dated April 2, 2024. As of May 15, 2024, at least 12,315,452 shares of Safety's common stock representing a majority of the votes present or represented and entitled to vote on this matter at this meeting have been voted in favor of approving on an advisory basis the compensation of the named executive officers as disclosed in the company's proxy statement for the 2020 Annual Meeting.

I hereby declare that the compensation of the named executive officers as disclosed in the company's proxy statement for the 2024 Annual Meeting has been approved on an advisory basis. Is there any further business to come before the meeting? If there is no other business, I will entertain a motion to Adjourn.

So moved.

Is there a second?

I second the motion.

Unless there is an objection, I intend to handle the motion to adjourn by voice vote. All those in favor, please say yes. [Voting]

Those opposed, please say no. [Voting]

The motion is carried. I declare the formal part of the meeting adjourned. Thank you all for attending and those on the phone who have dialed in. We're happy to answer any questions that those in person may have at this time. There's no questions, will adjourn the meeting. Thank you, everybody.