SWK Holdings Corporation (SWKH) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of SWK Holdings Corporation. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Jody Staggs, President and CEO of SWK Holdings Corporation, who will be serving as Chairman of the meeting. Mr. Staggs, the floor is yours.

Thank you, Lisa. Good morning, ladies and gentlemen. I am Jody Staggs, President and CEO of SWK Holdings Corporation, and I would like to welcome you to the 2023 Annual Meeting of Stockholders. It is now 9 a.m., and I'd like to call the meeting to order. I'd like to begin by introducing the members of our Board and senior management who have joined us today. Jerry Albright, Director; Laurie Dotter, Director; Robert Hatcher, Director; Marcus Pennington, Director; and Yvette Heinrichson, our Chief Financial Officer. I would also like to introduce you [indiscernible], a representative of Computershare, our transfer agent, who has been appointed to serve as inspector of elections for the meeting. [indiscernible] taken the oath of office, which will be filed with the minutes of this meeting. This meeting is for the company's stockholders and guests. Each of you have registered through the webcast portal as you join the meeting. On the webcast dashboard, you can download the agenda for the meeting, including the rules and conduct of the meeting. To conduct an orderly meeting, we request you abide by those rules. As stated in the Rules of Conduct, stockholders can make comments or ask questions during the meeting through the messaging icon on the webcast dashboard. Questions about the proposals will be addressed during the meeting while the polls are open for voting on the proposals. All other questions will be answered during the question-and-answer session following the meeting. If the Chairman or Secretary would like to answer the questions on the webcast, he will repeat the question for the webcast audience, and we'll address it. Thank you for your cooperation with these rules. The Board of Directors has fixed April 21, 2023, as the record date for determining stockholders entitled to receive notice of and to vote at this meeting. A complete list of stockholders of the company entitled to vote at the meeting has been kept on file at the offices of our transfer agent and at the office of the company, subject to inspection by stockholders. The notice of meeting and proxy statement and the 2022 annual report on Form 10-K [indiscernible] stockholders on May 5, 2023. An affidavit as to the mailing of such material will be filed with and made a part of the minutes of the meeting. As stated in the notice, the purpose of the meeting are as follows. First, the election of Jerry Albright, Laurie Dotter, Robert Hatcher and Marcus Pennington as directors of the company to serve until 2024 Annual Meeting of Stockholders and until their respective successors have been elected and qualified or until the earlier resignation, death or removal. Second, the ratification of the appointment of BPM LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2023. And third, to approve on an advisory basis of the compensation paid to some executive officers. They were outstanding on the record date, a total of 12,772,013 shares of common stock. [indiscernible] has advised me that a majority of the voting [ power ] of all the shares of common stock entitled to vote are present in person or by proxy. Accordingly, a quorum is present and the meeting is duly convened. We will now proceed with voting on the 3 items of business described in the proxy statement. The polls are now open. Person who does not voted by proxy or who wish to change a vote from the previously recorded, you can vote or change your vote through the webcast portal. The ballots will be automatically tabulated by Computershare during the meeting. Again, in order to be eligible to vote during this virtual meeting, you must either have been a record holder of stock as of April 21, 2023, or have a legal proxy from a record holder of stock as of April 21, 2023, and have registered through the webcast using your proxy control number and meeting password. The polls will remain open for approximately 2 minutes. Stockholders can ask questions about the proposals through the messaging icon on the webcast dashboard while the polls are open. [Voting]

The polls are now closed. Mr. [indiscernible], will you please report on the results of the voting?

Mr. Chairman, based upon all the proxies and ballots received prior to commencement of the meeting and subject to final adjustment of the numbers for any ballots collected here today, I can tell you that Jerry Albright, Laurie L. Dotter, Robert K. Hatcher and Marcus Pennington have been duly elected as directors of the company to serve until the company's 2024 Annual Meeting of Stockholders and until their respective successors have been elected and qualified or until their earlier resignation, death or removal. The ratification of appointment of BPM LLP has been approved by the affirmative vote of at least a majority of the total number of shares represented and entitled to vote and the advisory vote to approve the compensation to certain executives has been approved by the affirmative vote of at least a majority of total number of shares represented and entitled to vote.

The inspector of elections will conduct a final [indiscernible] of all votes on these matters, and the final results will be included in the minutes of this meeting and following a current report on Form 8-K within 4 business days of the date of the meeting. This concludes the formal part of the meeting. I declare the meeting adjourned. We are ready to open the floor to questions. As a reminder, if any stockholder has questions or comments specifically related to this vote, please ping the question through the message icon on the webcast dashboard to be recognized. As there are no questions, our program has now concluded. Thank you for attending today's meeting and for your continued support of the company.

Thank you all for attending today's meeting. The call has concluded. You may now disconnect.