Sphere 3D Corp. ($ANY)

Earnings Call Transcript · May 13, 2026

NasdaqCM US Information Technology Software Shareholder/Analyst Calls 7 min

Highlights from the call

In the 2026 Annual Meeting of Shareholders held on May 13, Sphere 3D Corp. presented its financial statements for the year ended December 31, 2025. The company did not disclose specific revenue or earnings figures during the meeting, nor did it provide any forward guidance, which may lead to uncertainty among investors. The meeting focused on governance matters, including the election of directors and the appointment of auditors, rather than financial performance, which could impact investor sentiment negatively.

Main topics

  • Financial Performance Overview: The company presented its financial statements for the year ended December 31, 2025, but did not provide specific revenue or earnings figures during the meeting. This lack of financial detail may raise concerns among investors regarding transparency and performance.
  • Board of Directors Election: The meeting included the election of directors, with Timothy Hanley, Susan Harnett, and Duncan McEwan nominated. The resolution to elect these directors was passed, indicating stability in governance.
  • Appointment of Auditors: The shareholders ratified the appointment of MaloneBailey LLP as the company's auditors. This decision reflects continuity in the company's auditing processes.
  • Shareholder Engagement: The meeting utilized a virtual platform to ensure accessibility for all shareholders, allowing them to participate and vote. This approach demonstrates the company's commitment to shareholder engagement.

Key metrics mentioned

  • Revenue:
  • Earnings:
  • Board Size: 3 members (Maintained size of the Board as per proxy statement.)
  • Auditor Appointment: MaloneBailey LLP (Ratified by majority vote.)

The lack of detailed financial performance data during the meeting could weigh on investor sentiment and raise concerns about transparency. Moving forward, investors should watch for the release of detailed financial results and any strategic updates that could provide clarity on the company's performance and outlook.

Earnings Call Speaker Segments

Operator

Operator
#1

Welcome to the 2026 Annual Meeting of Shareholders of Sphere 3D Corp. Please note that the meeting is being recorded. I would like to introduce Duncan McEwan, Chairman of the Board of Sphere 3D Corp. Mr. McEwan, the floor is yours.

Duncan McEwan

Executives
#2

Thank you very much, and good morning, everyone, and welcome to this Annual Meeting of the Shareholders of Sphere 3D Corp. My name is Duncan McEwan, and I am Chairman of the Board. Also present with me today are nominated directors, Susan Harnett and Timothy Hanley, Kurt Kalbfleisch, our Chief Executive Officer and CFO, is also with us today as is [ Thia Eppas ], our Chief Accounting Officer. We're pleased to host the meeting through TSX Trust Company's virtual meeting platform accessible to all our shareholders regardless of physical location to participate, submit questions and votes. I officially call the meeting to order and appoint Jason Meretsky, Canadian Corporate Counsel to act as Secretary of the meeting and Amy Kam of TSX Trust Company to act as scrutineer of the meeting. Only registered shareholders who have signed in with their control number may vote and ask questions at the meeting. A notice describing how to access the company's proxy materials over the Internet and how to request a paper copy of the proxy materials was mailed on April 2, 2026, to the registered shareholders of record as of March 24, 2026. A declaration attesting to such mailing has been provided by TSX Trust Company. I hereby direct the secretary to append the declaration of mailing as Schedule A to the minutes of this meeting. The company's bylaws provide that a quorum at the meeting shall consist of at least two persons present and holding or representing by proxy, not less than 33.3% of the total number of outstanding common shares having voting rights at the meeting. The scrutineer has provided a report indicating that a quorum of shareholders is present. The scrutineer's report on quorum is available for inspection by any shareholder following the meeting. Due notice having been given and a quorum being present, I declare this Annual Meeting of Shareholders to be regularly called and properly constituted for the transaction of business. The business of this meeting is: one, the presentation of financial statements for the year ended December 31, 2025; two, to set the size of the Board at 3 members; three, the election of directors; and four, the ratification of the reappointment of auditors. We will conduct the votes on the matters before us by a poll. In a poll, each registered shareholder or their duly appointed proxy holder is entitled to vote on the matter and has one vote in respect of each share entitled to be voted on are held by that shareholder. The poll will be open for all resolutions at the same time. Click the voting button on the left menu of your screen when the poll is announced. This will allow you to choose to vote on each resolution immediately or wait until conclusion of discussion on each resolution prior to casting your vote. There will be an opportunity for shareholders to ask questions on each resolution in turn. To submit a question, click the Ask a Question button on the left menu of your screen and type the question in the text box. Once discussion on all items has concluded, I will give you a minute to enter your votes and then declare voting closed on all resolutions. The results of the meeting will be announced at the meeting and will also be filed on EDGAR and SEDAR in accordance with applicable securities laws. We will run through each of the items on the agenda in turn, responding to questions on that item of business while it is before the meeting. I now declare the polls open on all resolutions. Registered shareholders and duly appointed proxy holders, please click on the voting button in order to cast your vote. If you have already submitted your votes in advance and do not wish to change your vote, you do not need to take further action. As the first item of business, I place before the meeting financial statements for the year ended December 31, 2025, and the report of the auditors thereon. These documents were mailed to you, if requested, but were otherwise available on the Internet with the proxy materials and are also available and have been publicly filed on SEDAR and EDGAR. The next item of business is to set the size of the Board at three members. As Chair, I propose the following motion: that the shareholders pass a resolution to set the size of the Board at three members as outlined in the proxy statement on Pages 9 through 11. This resolution must be passed by a majority of the votes cast in person or by proxy. Are there any questions? If there are no further questions, please cast your vote on Item 2 before we move on to Item 3. Please vote now. [Voting]

Duncan McEwan

Executives
#3

Next item of business is the election of directors. Nominated directors include Timothy Hanley, Susan Harnett and myself, Duncan McEwan. As Chair, I propose the following motion: that the shareholders pass a resolution to elect Timothy Hanley, Susan Harnett and Duncan McEwan as directors of the company as outlined in the proxy statement on Pages 9 through 11 to hold office until the close of the next Annual Meeting of Shareholders. This resolution must be passed by a majority of the votes cast in person or by proxy. And again, are there any questions? If there are no questions, please cast your votes on item 3 before we move on to Item 4, and please vote now. [Voting]

Duncan McEwan

Executives
#4

The next item of business is to ratify the appointment of auditors. Our auditors are currently MaloneBailey LLP. As Chair, I propose the following motion: that the shareholders pass the resolution to ratify the appointment of MaloneBailey LLP as the company's auditors in the proxy statement as outlined in the proxy statement on Page 18. Again, this resolution must be passed by a majority of the votes cast in person or by proxy. Are there any questions? If there are no questions, please cast your votes on Item 4, and please vote now. [Voting]

Duncan McEwan

Executives
#5

For those of you who have not voted on all the resolutions, please do so now as I will shortly close the poll. I will close the poll on all resolutions in 10 seconds to allow online viewers to catch up. [Voting]

Duncan McEwan

Executives
#6

The polls are now closed. We have received the preliminary scrutineers' report, and it shows that all resolutions have been carried. And as there is no further business to be brought before the meeting, I now declare that this meeting is terminated. Thank you very much.

Operator

Operator
#7

Thank you for attending today's meeting. You may now disconnect.

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