Science Applications International Corporation (SAIC) Earnings Call Transcript & Summary

Good morning, and welcome to SAIC's 2021 Annual Meeting of Stockholders. I would now like to introduce your first presenter, Shane Canestra, Mr. Canestra, you may now proceed.

Good morning. My name is Shane Canestra, SAIC's Vice President of Investor Relations. I would like to welcome all of our stockholders and employees to SAIC's Annual Meeting of Stockholders. Thank you very much for virtually attending today's meeting. I would now like to introduce Donna Morea, the Chair of the Board of SAIC.

Thank you, Shane. On behalf of the Board of Directors and SAIC's management team, I would like to welcome you to this year's Annual Meeting of Stockholders. And I, too, thank you for your interest and participation in today's meeting. I will act as Chair of this meeting. Steve Mahon, the company's General Counsel and Corporate Secretary, will act as Secretary for this meeting. At this time, I would like to call the Annual Meeting of Stockholders to order. On behalf of the entire SAIC Board of Directors, I hope that you and your loved ones are safe and well. The pandemic has touched our individual and collective lives over the past 15 months, and we are all hopeful for better days ahead. Thanks to the incredible commitment of our employees, SAIC operated efficiently throughout fiscal year 2021, navigating unprecedented challenges and continuing to perform their vital work for our customers and nation. It is now my pleasure to introduce the SAIC Board of Directors and state their committee assignments. In addition to serving as the Chair of the Board, I am also a member of the Risk Oversight Committee and the Nominating and Corporate Governance Committee. Nazzic Keene. Nazzic is our Chief Executive Officer and a member of the Risk Oversight Committee. Bob Bedingfield. Bob is Chair of the Audit Committee and a member of the Human Resources and Compensation Committee. Carol Goode. Carol is a member of the Human Resources and Compensation Committee and the Nominating and Corporate Governance Committee. Garth Graham. Garth is a member of the Human Resources and Compensation Committee. John Hamre. John is the Chair of the Risk Oversight Committee and a member of the Nominating and Corporate Governance Committee. Yvette Kanouff. Yvette is a member of the Audit Committee and the Risk Oversight Committee. Tim Mayopoulos. Tim is the Chair of the Nominating and Corporate Governance Committee and a member of the Audit Committee. Katharina McFarland. Katharina is a member of the Risk Oversight Committee and a member of the Nominating and Corporate Governance Committee. Steve Shane. Steve is Chair of the Human Resources and Compensation Committee and a member of the Audit Committee. Also here today is Dante D'Egidio from Ernst & Young LLP, the company's independent auditing firm. In addition, we have Scott Bellinger from Computershare, who will act as our Inspector of Elections for the meeting. Dante and Scott, thank you for your assistance. Nazzic Keene will provide an overview of fiscal year 2021 performance and how we will execute our strategy in fiscal year 2022 and beyond. Fiscal year 2021 will be remembered as a year of unprecedented challenges as a result of the COVID-19 pandemic. Despite the challenges, SAIC delivered strong financial and operational results while strategically investing for the future. In times of crisis, one often turns to those they know and trust the most for assistance. When many of our customers faced a rapid shift in their operating environment, they turned to SAIC to help them adapt and overcome. SAIC was honored to answer the call. SAIC quickly provided virtual work infrastructure engineering, deployed our data science and analytics services to produce predictive models for demand and supply of health care materials, and deployed IT and communications infrastructure for use by temporary medical facilities. When our customers and the nation needed us most, we were there to help. While we are proud of our accomplishments in fiscal year 2021, SAIC always looks forward and we are excited about what the future holds. Bring on tomorrow. Now Steve, would you please report on the meeting particulars, including the notice and quorum details?

Thank you, Donna. The notice of meeting, proxy statement and annual report, together with the proxy and voting instruction card, were properly delivered on or about April 21, 2021, to the company's stockholders of record as of April 6, 2021, the record date for this meeting. The proxy statement and annual report on Form 10-K can be found on the SEC filings section of SAIC's investor website. In the unlikely event transmission of this virtual meeting is unexpectedly interrupted, the meeting will be deemed adjourned and will reconvene at 4:00 p.m. Eastern Time on June 23, and will be accessible in the same manner as today's meeting. A list of the stockholders of record as of the record date has been available for inspection for the past 10 days. This list will remain available for inspection during this meeting. As of April 6, 2021, the record date established for this meeting, there were approximately 58 million shares of the company's common stock outstanding. Holders of common stock are entitled to 1 vote per share. Delaware law requires that the holders of a majority of the total voting power of the company shares be present either in person or by proxy in order to constitute a quorum at the meeting of stockholders. Prior to the commencement of this meeting, I have received proxies representing more than a majority of voting power of the shares outstanding on the record date. Therefore, a quorum is present for the conduct of business. Thank you. Back to you, Donna.

Thank you, Steve. The Annual Meeting of Stockholders is now officially convened. We have 3 matters to consider and vote upon at this meeting: a proposal to elect 10 directors; a proposal to approve executive compensation by an advisory vote; a proposal to ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending January 28, 2022. Your Board is recommending that you vote in favor of all 3 of the proposals. A description of each proposal, your Board's recommendation and its rationale for the recommendation are set forth in detail in the proxy statement. At this time, if you have a comment or question concerning one of the proposals, please enter your question using the functionality provided in the virtual shareholder meeting tool. Comments should be limited to a discussion of these 3 proposals. There will be an opportunity later for discussion on matters outside of the 3 proposals. It looks like there are no questions. We'll now proceed to the voting portion of the meeting. Delaware Corporate Law requires that we announce the opening and closing of the polls for the matters to be voted on. I hereby declare that the polls for the 3 matters just discussed will open on this 2nd day of June at 9:10 a.m. Mr. Mahon will now vote the proxies received by the company. If you have not voted your proxy card up to this point, we will now pause briefly to allow you to do so through the online functionality provided through this virtual stockholder meeting. [Voting]

It now being 9:11 a.m., the polls are now closed. The Inspector of Election will tabulate the votes and report the results. While the votes are being tabulated, our CEO, Nazzic Keene, will discuss fiscal year 2021 performance and our outlook for fiscal year '22 and beyond. After their remarks, we will take questions from stockholders and proxy holders. Nazzic?