SoundThinking, Inc. (SSTI) Earnings Call Transcript & Summary

Hello and welcome to the Annual Meeting of Stockholders of ShotSpotter, Inc. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Pascal Levensohn, Chair of the Board of Directors. Mr. Levensohn, the floor is yours.

Thank you, and good morning. I'm Pascal Levensohn, Chair of the Board of Directors of ShotSpotter, Inc., and I'd like to welcome all of you to ShotSpotter's 2020 Annual Meeting of Stockholders. As you know, we are hosting our first annual meeting through a virtual online platform. We believe this affords us the opportunity for continued engagement with our stockholders regardless of location, while taking health and safety precautions as the world continues to grapple with the COVID-19 pandemic. With that in mind, I want to thank you all for taking the time to join us and hope you are safe and well. Please note that the rules of conduct for the meeting are available for your review by clicking on the link on the left-hand side of the webcast portal. We ask that you save your questions until the end of the meeting when we will have time for a short question-and-answer session. This meeting is being recorded. Before I call the meeting to order, I'd like to introduce you to the members of the ShotSpotter Board. In addition to myself, they are Ralph Clark, President and Chief Executive Officer; William Bratton, Randall Hawks, Jr., Merline Saintil; and Thomas Groos. I'd like to point out that our Director, Marc Morial, is unable to participate on this call and meeting today because he's currently testifying in Congress before the House Judiciary Committee oversight hearing on policing practices and law enforcement accountability. In addition to Ralph, the officers in attendance today are Alan Stewart, our Chief Financial Officer; Paul Ames, our Senior Vice President of Products and Technology; and Joseph Hawkins, our Senior Vice President, Operations. I'd also like to introduce John Dauwalter of Baker Tilly Virchow Krause, LLP, the company's auditors, who is available to respond to appropriate questions. The meeting will now officially come to order. 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 our meeting, we will give you an opportunity to ask any questions you may have. 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 the company's common stock on April 16, 2020, the record date for this meeting. I also have an affidavit certifying that on April 29, 2020, a notice of the Annual Meeting of Stockholders of the company was deposited in the United States Mail to all stockholders of record at the close of business on April 16, 2020.

Thanks, Alan. At this time, I'd like to introduce Ms. Jennifer Lippoldt, a representative of Computershare Trust Company. The Board of Directors has appointed Ms. Lippoldt to act as inspector of election at this meeting. Ms. Lippoldt 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. The inspector of election's function is to decide upon the qualifications 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 informed by the inspector of elections that proxies have been received for 9,753,135 of the 11,399,282 shares of common stock outstanding on the record date, which constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.

Thank you. We will now proceed with the formal business of this meeting. Will the Secretary please open the polls for voting?

The time is now 9:35 a.m. Pacific Time, and the polls are now open for voting. The polls will be closed to voting after we go through the matters to be voted on. There are 2 proposals to be considered today by the stockholders.

The first item of business is the election of 2 Class III nominees for Director to hold office until the Annual Meeting of Stockholders in 2023 and until their successors are elected or, if sooner, until the Director's death, resignation or removal. The nominees for Class III directors are Ralph Clark and Marc Morial. The second item of business today is the ratification of the selection by the Audit Committee of the Board of Baker Tilly Virchow Krause, LLP as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2020. That was the final proposal for today's meeting. The Secretary will now describe the voting procedures.

Voting today is by proxy and electronic ballot. Each share of common stock is entitled to one vote. Any stockholder who has not voted or wishes to change his or her vote may do so by clicking on the cast your vote link located in the left-hand center of the webcast portal and following the instructions provided. Stockholders who have submitted proxies or who have previously voted via the internet or by phone and who do not wish to change their vote, do not need to take any further action. Their votes will be counted automatically. If you wish to vote your shares online, please do so now. The polls will be closing shortly. The inspector of elections will not accept any votes once the polls are closed. [Voting]

The time is now 9:38 a.m. Pacific Time, and the polls are now closed for voting.

May we have the results of the voting?

The inspector of election has provided us with the results and confirm that we have received the necessary votes required to pass the following: each of Ralph Clark and Marc Morial has been elected as a Class III director; the appointment of Baker Tilly Virchow Krause LLP as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2020, has been ratified. A full tally of the votes will be published in the current report on Form 8-K, which will be filed with the Securities and Exchange Commission within the next 4 business days.

Thank you. With no further business, I hereby adjourn today's meeting. We will now entertain appropriate questions from stockholders posted online. Mr. Clark, can you please read and address any appropriate questions?

No questions have been posted.

Since there are no questions -- yes, go ahead, someone.

There are no further questions at this time.

Thank you. This meeting is concluded. Thank you for your attendance at today's meeting and for your continued support of ShotSpotter, Inc.

This concludes the meeting. You may now disconnect.