StoneX Group Inc. (SNEX) Earnings Call Transcript & Summary

February 25, 2021

NASDAQ US Financials Capital Markets shareholder_meeting 11 min

Earnings Call Speaker Segments

Operator

operator
#1

Hello, and welcome to the Annual Meeting of Shareholders of StoneX Group. Please note that today's meeting is being recorded. Following the business portion of the meeting, we will have a question-and-answer session. [Operator Instructions] It is now my pleasure to turn today's meeting over to John Radziwill, Chairman of the Board of StoneX Group. Ms. John Radziwill, the floor is yours.

John Stanislas Radziwill

executive
#2

Thank you. At this time, I would like to welcome shareholders and guests and call the meeting to order. I am John Radziwill, Chairman of the Board of StoneX Group, and I will be acting as Chairman of this meeting. As you are aware, we are conducting a virtual annual meeting of shareholders this year. An audio feed from this meeting is being webcast, and this webcast incorporates shareholder validation capabilities, which means that any shareholder may vote in real-time during the meeting until the polls are closed, and any shareholder may also submit questions while the meeting is in progress. The polls to vote online are open now. Following the formal part of today's meeting, we will have a question-and-answer session, during which we will answer questions submitted by shareholders via the website. The purpose of the annual meeting is to consider and vote on the following matters: to elect 9 directors; to ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for the 2021 fiscal year; to approve an advisory vote on executive compensation; to approve an amendment of the 2013 Stock Option Plan to increase the total number of shares authorized for issuance under the plan from 2 million shares to 3 million shares; and to transact such other business as may properly come before the meeting. I would now like to introduce the officers and directors. The nonexecutive directors: Annabelle Bexiga; Scott Branch; Diane Cooper; John Fowler; Steven Kass; Bruce Krehbiel; Eric Parthemore. The Executive Officer and Director, Sean O'Connor, President and CEO; Executive Officers; Bill Dunaway, CFO; and Diego Rotsztain, Chief Governance and Legal Officer. Also joining us by conference call are representatives of KPMG LLP as the company's independent registered public accounting firm. As the Chairman of the meeting and without objection, I appoint David Bolte to be Secretary of the annual meeting for the purpose of determining the presence of a quorum and taking notes of the meeting. Without objection, I also appoint Mr. Bolte to be the Inspector of election of the annual meeting for the purpose of tabulating the votes cast at the meeting in-person or by proxy. Mr. Bolte has executed a customary oath. We will pause for a moment while the Inspector of election makes his final tabulation of shareholders present in-person or by proxy. Will Mr. Bolte now provide the notice of meeting and report on the quorum?

David Bolte

executive
#3

Thank you. On or about January 15, 2021, a notice of Internet availability of proxy materials for the Annual Meeting of the Shareholders of StoneX Group Inc. was mailed to all shareholders of record as of January 7, 2021. This notice contained instructions on how to access our proxy statement and our 2020 Annual Report and vote via the Internet. The notice also contained instructions on how to receive a paper copy of the proxy materials and our 2020 Annual Report. The proxy statement set forth the purpose of this meeting and describe the matters to be voted on. A copy of the proxy statement will also be entered in the minutes of this meeting. Pursuant to Delaware law, the presence, in-person or by proxy, of the holders of a majority of the shares entitled to vote at the annual meeting constitutes a quorum for the transaction of business. According to the company's records, 19,610,250 shares of stock were outstanding as of the record date and are entitled to vote at this meeting. Each share of common stock is entitled to 1 vote. They are represented at this meeting, either in-person or by proxy, persons holding over a majority of the outstanding shares of stock. Accordingly, a quorum is present, and this meeting is duly called to transact business.

John Stanislas Radziwill

executive
#4

Thank you, Mr. Bolte. The polls are now open and will remain open until I announce that the polls are closed. If you have already mailed in your proxy card or voted over the Internet or by phone, there is no need to vote now because your proxy will be voted in the manner you have directed. However, any shareholders who have submitted a proxy, but wish to revoke their proxy or change their vote, may do so by following the instructions on the website. The first matter to be voted on is the election of 9 directors to hold office for a time expiring at the 2022 Annual Meeting of Shareholders or until their respective successors are duly elected and qualified or until their respective earlier death, resignation or removal. Our Nominating and Corporate Governance Committee has designated Annabelle Bexiga , Scott J. Branch, Diane L. Cooper, John Fowler, Steven Kass, Bruce W. Krehbiel, Sean M. O'Connor, Eric Parthemore and John Radziwill as the nominees proposed for election. No other persons have been nominated under the procedures required by our bylaws and explained in the proxy statement. This matter is now called to vote. [Voting]

John Stanislas Radziwill

executive
#5

The next order of business is the proposal to ratify and approve the appointment of KPMG LLP as the company's independent registered public accounting firm for the 2021 fiscal year. This matter is now called to vote. [Voting]

John Stanislas Radziwill

executive
#6

The next order of business is the proposal to approve the advisory vote relating to executive compensation. This matter is now called to a vote. [Voting]

John Stanislas Radziwill

executive
#7

The final order of business is the proposal to approve an amendment to the 2013 Stock Option Plan to increase the total number of shares authorized for issuance under the plan from 2 million shares to 3 million shares. This matter is now called to a vote. [Voting]

John Stanislas Radziwill

executive
#8

This concludes the formal business item on the agenda for this meeting. The polls are now closed, and I direct that the votes cast by proxy be cast as indicated on the proxy ballots. Will the Inspector please tabulate the votes? Will the Inspector of election please give his report upon the election of directors and other proposals?

David Bolte

executive
#9

Annabelle Bexiga, Scott J. Branch, Diane L. Cooper, John Fowler, Steven Kass, Bruce Krehbiel, Sean M. O'Connor, Eric Parthemore, and John Radziwill have each received a plurality of the votes cast for election of directors. A majority of the votes were cast in favor of the selection of KPMG LLP as the company's independent registered public accounting firm for the current year. A majority of the votes were cast in favor of the proposal to approve the advisory resolution relating to the compensation of the company's named executive officers, as disclosed in the proxy statement. And a majority of the votes were cast in favor of the proposal to amend the 2013 Stock Option Plan to increase the total number of shares authorized for issuance under the plan from 2 million shares to 3 million shares.

John Stanislas Radziwill

executive
#10

On the basis of this report, each of the 9 nominees have been elected as a Director of the company and the proposal for the selection of KPMG LLP as the company's independent registered public accounting firm. The advisory vote relating to the compensation of the company's named executive officers and the amendment to the 2013 Stock Option Plan have all been approved. A written certificate of the final vote count on each of these matters will be included with the minutes of this meeting, and the vote count will appear on the company's next quarterly report on Form 10-Q. As there is no further business to come before the annual meeting, I will now adjourn the formal part of this meeting.

John Stanislas Radziwill

executive
#11

We will now address any appropriate questions which have been submitted by registered shareholders. If you would like to ask a question, please do so now by following the directions on the website. One note of caution, however, since this is a private meeting, our responses will need to be limited to information that already exists in the public domain.

David Bolte

executive
#12

John, I show no questions that's being submitted.

Unknown Executive

executive
#13

Yes, I don't see any either. So as there are no questions, this will conclude the meeting. Thank you for your participation and for your continued support of StoneX Group. The meeting is adjourned.

Operator

operator
#14

Ladies and gentlemen, this concludes the meeting. You may now disconnect, and have a pleasant day.

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