Summit Midstream Corporation (SMC) Earnings Call Transcript & Summary

Hello, and welcome to the Summit Midstream Partners LP Annual Meeting of Unitholders. Please note that this meeting is being recorded. [Operator Instructions] It is my pleasure to now turn the meeting to James Johnston, Executive Vice President and General Counsel. The floor is yours.

Thank you. Welcome to Summit Midstream Partners 2024 Annual Meeting of Limited Partners. This is James Johnston, Executive Vice President, General Counsel, Chief Compliance Officer and Secretary of the partnership. I would first like to introduce the members of our Board of Directors. The proxy statement includes additional information about each of them. Jim Cleary was appointed in 2020 and serves as our Lead Independent Director; Heath Deneke is President and Chief Executive Officer of the partnership and has served as Chairman of the Board since 2019. Lee Jacobe was appointed in 2019. Rob McNally was appointed in 2020. Rommel Oates was appointed in 2022. Jerry Peters was appointed in 2012 and Marguerite Woung-Chapman was appointed in 2020. We also have present today, Bill Mault, Executive Vice President and Chief Financial Officer; Matt Sicinski, Senior Vice President and Chief Accounting Officer; and Randall Burton, Director of Finance, Treasurer and Investor Relations. We also have present today representatives of Baker Botts, our outside legal counsel; and representatives of Deloitte & Touche, our independent registered public accounting firm. We have designated Mr. Chris Hall with Equiniti, our transfer agent, to serve as our Inspector of Elections. I've set the agenda for the meeting, which you should be able to see under the documents tab on your screen. The meeting is now formally called to order. [Operator Instructions] Please provide your name and state whether you are a unitholder or a proxy for a unitholder. If you are a proxy for a unitholder, please provide the name of the unitholder you represent. If you have any questions for the representatives of Deloitte, please clearly state that your question is directed to Deloitte. We have in our possession a list of unitholders entitled to vote at the meeting and the valid proxies received from those unitholders as provided to us by our transfer agent. This brings us to the first item on our agenda, which is the determination of quorum. Our partnership agreement provides that the presence in person or by proxy of holders representing a majority of the outstanding common units of the partnership shall constitute a quorum for the meeting. Chris, please provide the inspector's report on whether a quorum is present.

Mr. Johnston, there are present at this meeting, in person or by the proxy, more than 7,886,832 common units. This constitutes a quorum.

Thank you, Chris. Notice of this meeting was sent on or about April 9, 2024, to limited partners of the partnership who are holders of record of outstanding common units at the close of business on the record date for the meeting, which was March 18, 2024. A quorum is present in person and by proxy. Therefore, the meeting is lawfully and properly convened. We will now proceed with the items presented in the proxy statement furnished to our common unitholders. If you have already submitted a valid proxy and do not wish to revoke it, you do not have to vote now during the meeting. Your votes will be cast as directed on your proxy card. If you wish to change your vote or have not yet voted, please vote now using the voting tab on your screen. You are able to vote at any time during the meeting until we close the polls. The meeting will now consider the 3 business items on the agenda as set out in the proxy statement, which are: one, the election of the nominees named in the proxy statement as directors to serve for a 3-year term; two, ratification of the appointment of Deloitte & Touche LLP as the partnership's independent registered public accounting firm for 2024; and three, the approval of the advisory resolution on executive compensation. I will present each of these business matters and then a vote will be taken on each of them. The first item of business on our agenda is the election of 2 nominees as directors. The Board of Directors has nominated and recommended Jim Cleary and Rommel Oates as Directors of the partnership. In accordance with our partnership agreement, Mr. Cleary and Mr. Oates will be elected as Class III directors to serve 3-year terms expiring on the date of the Annual Meeting of Limited Partners to be held in 2027. In accordance with our partnership agreement, directors are elected by a plurality of the votes cast by our unitholders. For this annual meeting, in accordance with our partnership agreement, unitholder nominations may be brought before the meeting only if the secretary received the nominations in writing no later than February 9, 2024. We have received no such nominations. Therefore, the nominations for director are closed. Our Board of Directors has recommended that the unitholders elect Mr. Cleary and Mr. Oates. The proxy statement contains additional information about these nominees. The next item of business on our agenda, Proposal 2 is the ratification of the Board's appointment of the independent registered public accounting firm for the partnership for the year 2024. Deloitte & Touche has acted as independent registered public accounting firm for the partnership since 2009. In accordance with our partnership agreement, ratification of the appointment of the independent registered public accounting firm will require the affirmative vote of a majority of our outstanding common units entitled to vote at this annual meeting. The Board of Directors has recommended that the unitholders vote for the ratification of the appointment of Deloitte as independent registered public accounting firm for 2024. The third and final item of business on our agenda is the approval of the advisory resolution on the compensation of the partnership's named executive officers, commonly referred to as a say-on-pay vote. As an advisory vote, this vote is not binding on the partnership or its Board of Directors, but the Board intends to consider the outcome of the vote when making future compensation decisions of our named executive officers. The Board of Directors has recommended that the unitholders vote for the approval on an advisory basis of this proposal. The proxy statement contains additional information about the partnership's compensation practices. We will now pause to collect any questions that have been submitted. As a reminder, while we're waiting if you have any questions after the meeting, please contact Summit Investor Relations at ir@summitmidstream.com. Randall, are there any questions on any of these proposals?

There are no questions.