Sensient Technologies Corporation (SXT) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by, and welcome to the 2020 Annual Meeting of Shareholders of Sensient Technologies. [Operator Instructions] I would now like to turn the conference over to your speakers today, Mr. Paul Manning, Chairman, President and Executive Officer of Sensient Technologies; and Mr. John Manning, Senior Vice President, General Counsel and Secretary. Thank you. Please go ahead, sirs.

Thank you. Good morning. Will the meeting please come to order. I'm Paul Manning, Chairman, President and Chief Executive Officer of Sensient Technologies Corporation. I will be presiding at this meeting. Along with my fellow directors and executive officers of the company, I would like to welcome you to our Annual Meeting of Shareholders. We appreciate your attendance, your interest and most importantly, your support of Sensient. This annual meeting of the shareholders is held pursuant to the bylaws of the company and written notice to all shareholders. Due to the unprecedented challenges of the COVID-19 pandemic and the Governor of Wisconsin's Safer At Home Executive Order, we have decided to hold this year's meeting virtually rather than in person. Shareholders may submit questions at any time during this meeting by following the instructions on the website used to access this meeting. During the annual meeting, questions from shareholders should pertain to the proposals being considered at that particular time. There will be a question-and-answer period for other company-related questions following the adjournment of the meeting. Please note that we will be addressing any questions relating to our first quarter performance on our first quarter earnings conference call, which will be held on Wednesday, April 29 at 8:30 a.m. Central Time. After introducing the directors and officers in attendance and dealing with a few procedural matters, we will take up the items to be acted upon. I'll now turn the floor over to John Manning, Senior Vice President, General Counsel and Secretary.

Good morning. We'd like to introduce the directors of Sensient who are joining us virtually today. We welcome Paul Manning, our Chairman; Dr. Joseph Carleone, our Lead Director; and our other directors: Edward Cichurski; Dr. Mario Ferruzzi; Carol Jackson; Dr. Donald Landry; Deborah McKeithan-Gebhardt; Scott Morrison; Dr. Elaine Wedral and Essie Whitelaw. The Sensient executives who are in attendance today are Steve Rolfs, Senior Vice President and Chief Financial Officer; Amy Schmidt Jones, Vice President, Human Resources and Senior Counsel; Tobin Tornehl, Vice President, Controller and Chief Accounting Officer; and Amy Agallar, Vice President and Treasurer. Also attending this meeting is Ms. [ Leslie Pullman ] of Ernst & Young, our independent auditors; and Andrea Severson of Equiniti Trust Company, which has been appointed inspector of elections.

In accordance with our bylaws, I will act as Chairman of the meeting, and John Manning will act as Secretary of the meeting. Mr. Secretary, please certify that the notice of this meeting has been mailed and that a quorum is present.

Mr. Chairman, I certify that a notice of this meeting, proxy statement and annual report on Form 10-K were duly mailed or electronically delivered beginning on March 6, 2020, to each shareholder of record as of February 26, 2020. I also certify that a quorum of the outstanding 42,326,817 shares of common stock entitled to vote at this meeting is present.

Having heard the secretary certifications, I declare this meeting officially in session. I wish to thank those of you who sent in your proxy. It's currently 8:04 a.m. on April 23, 2020, and the polls for voting on all matters are open. All Sensient shareholders entitled to vote at this meeting have the ability to do so online. If you are a shareholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again. After voting has been completed on all matters on the agenda, we will close the polls and the inspector of election will provide her preliminary report. We will move now to a review of the proposals. Proposal 1, election of directors. The first proposal to come before the meeting is the election of directors. At this meeting, we will be electing each of the 10 directors for a 1-year term expiring at the 2021 Annual Meeting of Shareholders. The nominees are: Dr. Joseph Carleone; Edward Cichurski; Dr. Mario Ferruzzi; Carol Jackson; Dr. Donald Landry; Deborah McKeithan-Gebhardt; Scott Morrison; Dr. Elaine Wedral; Essie Whitelaw; and me, Paul Manning. Information concerning their principal occupations, service at Sensient -- service as Sensient Board members, skills and qualifications and other matters, which may be of interest, are contained in the proxy statement. No other nominations were received prior to the deadline established in the company's bylaws, therefore, no additional nominations may be made at this meeting, and I declare the nominations to be closed. Are there any questions or comments on the first proposal? Okay, seeing none, we'll move on to second proposal. Proposal #2, advisory vote on executive compensation. Proposal to ask shareholders to approve an advisory resolution on the compensation of our named executive officers, all as described in our proxy statement. The -- this proposal is advisory. Although nonbinding, the vote will provide information to our compensation committees and our Board of Directors regarding investor sentiment about our executive compensation philosophy, policies and practices, which our compensation committee and our Board of Directors will be able to consider when making future executive compensation decisions. Are there any questions or comments on this proposal? Seeing none, we'll move to the third proposal. Proposal #3, ratification of appointment of independent auditors. The next matter to come before the meeting is the ratification of the appointment of Ernst & Young as the company's independent auditors. The Board of Directors recommends the ratification of the appointment of Ernst & Young to serve as the company's independent auditors and to audit the company's financial statements for the fiscal year ending December 31, 2020. Are there any questions or comments on this proposal? Seeing none, I will now turn the floor back over to the Secretary.

The polls are about to close. So if you have not yet voted, please do so. [Voting]

Since everyone has had the opportunity to vote, it is now 8:07 a.m., and the polls are closed. The inspector of election has delivered her preliminary report, and I will now announce the preliminary results. We are still awaiting the report of the election. And as soon as we have it, we will announce the results. We now have the results. Mr. Chairman, based upon the inspector of election's preliminary report, each of the nominees for director has received a majority of votes cast in favor of his or her election and has been elected as a director of the company to serve for a 1-year term that will expire at the next annual meeting in April of 2021. The resolution, on an advisory basis, the compensation of our named executive officers has also received a majority of votes cast in favor of the proposal and has been approved. And the ratification of the appointment of Ernst & Young as the company's independent auditors has received a majority of votes cast in favor, and the appointment has been ratified. We will final -- we will file the final report of the inspector of elections with the records of this meeting. We expect to report the results of the voting on a Form 8-K to be filed with the SEC within 4 business days of this meeting.

That concludes the business for the meeting. The meeting is now adjourned. I now invite you to ask any questions you may have regarding the company and its business. Please follow the instructions provided on the website used to access this meeting to submit questions. Okay. Seeing as though there's no questions, so, ladies and gentlemen, thank you for attending today's meeting. I wish you and your families good health. Thank you.

Ladies and gentlemen, this does conclude today's conference. You may now disconnect.