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 of ShotSpotter, Inc. Mr. Levensohn, the floor is yours.

Thank you, and good morning. I'm Pascal Levensohn, the Chair of the Board of Directors of ShotSpotter, Inc., and I'm pleased to welcome all of you to ShotSpotter's 2021 Annual Meeting of Stockholders. As you know, we're hosting our second 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 ramifications of 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; Randall Hawks, Jr., Thomas Groos; and on the call today, we have new Director nominee, Deborah Elam. In addition to Ralph, the officers in attendance today are Alan Stewart, our Chief Financial Officer; Paul Ames, Senior Vice President, Products and Technology; Nasim Golzadeh, our Senior Vice President, Customer Support and Professional Services; and Regan Davis, Senior Vice President of Customer Success and Field Engineering. I'd also like to introduce John Dauwalter of Baker Tilly Virchow Krause, LLP, who are the company's auditors. He is available to respond to appropriate questions. Also in attendance, Company Council of Cooley, represented by Jodie Bourdet and Amanda Busch. 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?

Yes. I have at this meeting a complete list of the stockholders of record of the company's common stock on April 20, 2021, the record date of this meeting. I also have an affidavit certifying that on April 29, 2021, 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 20, 2021.

Thank you. 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 to office to execute her duties with strict impartiality. We will file this oath with the records of the meeting. The inspector of elections' 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've been informed by the Inspector of Election that proxies have been received for 9,006,313 of the 11,675,721 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 3 Class I nominees for director to hold office until the annual meeting of stockholders in 2024 and until their successors are elected or, if sooner, until the director's death, resignation or removal. The 3 nominees for Class I directors are William Bratton, Randall Hawks, Jr. and Deborah Elam. 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, 2021. 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 votes may do so by clicking on the Cast Your Vote link located on the left-hand side of the webcast portal and follow the instructions provided. Stockholders who have submitted proxies or who have previously voted via the Internet or by phone and do not wish to change their vote do not need to take any further actions. Their votes will be counted automatically. If you wish to vote your shares online, please do so now. The polls will be closed shortly. The inspector of elections will not accept any votes once the polls close. [Voting]

The time is now 9:36 a.m. Pacific Time, and polls are now closed for voting.

May we have the results of the voting?

The inspector of elections has provided with results and confirm that we received the necessary votes required to pass the following: each of William Bratton, Randy Hawks and Deborah Elam has been elected as a Class I 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, 2021, has been ratified. A full tally of the votes will be published in a current report on Form 8-K, which will be filed with Securities and Exchange Commission within the next 4 days.

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

Thank you, Pascal. No questions have been submitted.

Mr. Levensohn, there are no further questions at this time.

Thank you. This meeting is concluded, and I want to thank all of you for your attendance at today's meeting and for your continued support of ShotSpotter.

This concludes the meeting. You may now disconnect.