Senseonics Holdings, Inc. (SENS) Earnings Call Transcript & Summary

Hello, everyone, and welcome to the 2021 Annual Meeting of Stockholders for Senseonics Holdings, Inc. Before we get started, I would like to go over a few items so you know how to participate in today's meeting. [Operator Instructions] Today's meeting is being recorded. I would now like to introduce Stephen DeFalco, Chairman of the Board of Directors of Senseonics Holdings, Inc.

Good morning. I'm Stephen DeFalco, and I'm serving as the Chairman of this Annual Meeting of the Stockholders of Senseonics Holdings, Inc. I'm very happy to welcome you to the Senseonics 2021 Annual Meeting of Stockholders. Before I call the meeting to order, I'd like to introduce to you the members of the Board and the management team who are here with us today. The other members of the Board joining the meeting today are: Dr. Steven Edelman; Edward Fiorentino; Dr. Timothy Goodnow; Dr. Francine Kaufman, Dr. Justin Klein; Douglas Prince; Anthony Raab; Douglas Roeder; and Robert Schumm. Our executive officers and members of management joining the meeting today are: Dr. Timothy Goodnow; Dr. Francine Kaufman; Dr. Mukul Jain; Ken Horton; Mirasol Panlilio; and Nick Tressler. I would also like to introduce [Serene Cacos ] and Sydney Linney of Ernst & Young, our independent registered public accounting firm, who're available to respond to appropriate questions. Finally, I would also like to introduce Darren DeStefano, Reid Hooper and Alex Elmore of Cooley LLP, our outside corporate counsel. The meeting will now officially come to order. As you know, we are hosting today's meeting through a virtual online platform hosted by Computershare. We will proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement. After the formal part of the meeting, we will give you an opportunity to ask any questions you may have. The agenda and rules of conduct for the meeting have been provided on the meeting website. As stated in the rules of conduct, only validated stockholders may ask text questions in the designated fields on the meeting website. To allow us to answer questions from as many shareholders as possible, stockholders will only be permitted to ask one question, and only questions germane for our business or the meeting will be answered as time permits. Will the Secretary please report at this time with respect to the mailing of the notice of the meeting and the stockholders' list?

I have at this meeting a complete list of the stockholders of record of our common stock on April 5, 2021, the record date for this meeting. The stockholder list of the company is available. If any stockholder wishes to examine it, it's available on the meeting website. The stockholder list will be filed with the minutes of this meeting. I also have an affidavit from Computershare, certifying that on April 13, 2021, a notice of Annual Meeting of Stockholders of the company were deposited in the U.S. Mail to all stockholders of record at the close of business on April 5, 2021. This affidavit is available if any stockholder wishes to examine it and will be filed with the minutes of this meeting.

At this time, I'd like to appoint Sue Barron to act as Inspector of Election at this meeting. Sue Barron has taken and subscribed the customary oath of office to execute her duties with strict impartiality. We will file this oath with the records of the meeting. Her 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. Will the Secretary please report at this time with respect to the existence of a quorum?

I have been formed by the Inspector of Election that proxies have been received for 228,886,058 of the 427,914,984 shares of common stock outstanding on the record date, which represents approximately 53.49% of the total number of outstanding shares of common stock. This constitutes a quorum for the meeting today. The meeting has been properly convened, and we may now carry out the official business of the meeting. If you have not already voted your shares, you may vote online prior to the closing of the polls. The polls will be closed for voting after I go through each of the proposals to be voted on.

We will now proceed with the formal business of this meeting. There are 3 proposals to be considered by the stockholders at this meeting. Each of the proposals will be presented in the order in which they appear in the company's notice of annual meeting and proxy statement. Please note that only properly submitted proposals, which are listed in the proxy materials previously distributed to you, will be considered at this meeting. After the last proposal is read, stockholders will have the opportunity to submit comments and have questions answered prior to the closing of the polls.

The time is now 10:07 on Tuesday, May 25, and the polls are now open for voting on all matters to be presented. The polls will be closed to voting after we go through the matters to be voted on.

The first item of business is the election of 3 Class II Directors to serve until the 2024 Annual Meeting and until their successors are elected. The nominees for Class II Directors are Steven Edelman, Ed Fiorentino and Anthony Raab. The second item of business is the approval of, on an advisory basis, the compensation paid to the company's named executive officers as described in the proxy statement. The third item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021. That was the final proposal for today's meeting. The Secretary will now describe the voting procedures.

You may vote your shares online at this time by following the instructions that you received in your confirmation of registration e-mail. You do not need to vote again if you already sent in your signed proxy or voted via telephone or online before the meeting and you do not want to change your vote. Any stockholder who has not yet voted or who wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. The time is now 10:09 a.m., and the polls are now closed for voting.

May we have the results of the voting?

The report of the Inspector of Election covering the proposals presented at this meeting is as follows: The first proposal to elect Steven Edelman, MD; Edward J. Fiorentino; and Anthony Raab as our Class II directors is carried. The second proposal to approve, on an advisory basis, the executive compensation of our named executive officers is carried. The third proposal to select Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021, 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 4 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 also expect to file the Inspector of Election certificate with the minutes of this meeting.

This concludes the formal portion of today's meeting. Before I turn it over to Tim, I'd like to take a moment to recognize and thank Dr. Justin Klein for his service on the Senseonics Board. Justin has been an important member of our Board of Directors, bringing his business, investor and medical infact to the boardroom for the past several years. We have also benefited from his service on the Audit Compensation Committees. Justin has formed his own investment firm, Vensana Capital, during this term. This election seems like the right time for Justin to turn its focused from Senseonics. So today, we express our gratitude to Justin for his support of Senseonics. We wish him well in his new ventures. We know he will bring the same insights and commitment to those ventures that we have enjoyed. Thank you, Justin. Now I will turn it -- meeting over to Dr. Tim Goodman.

Thank you, Stephen. I'd also like to echo Stephen's appreciation for Justin's contribution. I did get the opportunity and made a few comments on the last earnings call, but I again want to thank Justin for all he's done and for all he's done for Senseonics and his stakeholders as a member of the Board and committee membership. Now I'd like to open things up for stockholder questions and comments. We'll take stockholder questions that are being entered today on the web portal. Please note that we'll attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be addressed.

Thank you, Dr. Goodnow. We will now turn to the questions submitted during today's annual meeting. [Operator Instructions]

It appears that there are no questions. And is there any opposition to concluding the meeting this morning?

This concludes the 2021 Annual Meeting of Stockholders. Thank you all the stockholders for attending today's virtual meeting. Enjoy the rest of your day.