Syndax Pharmaceuticals, Inc. (SNDX) Earnings Call Transcript & Summary

Hello and welcome to the 2020 Annual Meeting of Stockholders of Syndax Pharmaceuticals, Inc. Please note that today's meeting is being recorded. After the meeting, we will have a question-and-answer session. [Operator Instructions] Shareholders entering the meeting webcast with a control number can submit questions or comments at any time by clicking on the Message icon. It is now my pleasure to turn today's meeting over to Dr. Briggs Morrison, Chief Executive Officer of Syndax. Dr. Morrison, the floor is yours.

Good morning. I'm Briggs Morrison, and I'm the CEO of Syndax Pharmaceuticals. I'm very happy to welcome you to the Syndax Pharmaceuticals 2020 Stockholders' Meeting. Before I call the meeting to order, I'd like to introduce you to the members of the Board and the business team who are with us today. The other members of the Board are Dennis Podlesak, Chairman; Fabrice Egros; Jennifer Jarrett; Keith Katkin, Pierre Legault; Michael Metzger, who is also our President and Chief Operating Officer; and Bill Meury. The other officers of the company on this virtual meeting are Rick Shea, Chief Financial Officer; and Luke Albrecht, General Counsel. I would also like to introduce Michael O'Hara and Brian Emrick, representatives of Deloitte & Touche, the company's auditors, who are available to respond to appropriate questions. 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.

Good morning, Briggs. I have at this meeting a complete list of the stockholders of record of the company's common stock on April 14, 2020, the record date for this meeting. I also have an affidavit certifying that on April 30, 2020, a notice of 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 14, 2020.

At this time, I'd like to introduce Gregory Veliotis of Computershare. I am appointing Mr. Veliotis to act as Inspector of Election at this meeting. Mr. Veliotis has taken and subscribed the customary oath of office to execute his duties with strict impartiality. We will file this oath with the records of the meeting. His 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 have been informed by the Inspector of Election that proxies have preliminarily been received for 27,767,709 of the 30,240,838 shares of common stock outstanding on the record date, which represents approximately 92% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting. If there are any additional proxies to be submitted to the Inspector of Election, please do so at this time.

We will now proceed with the formal business of this meeting. There are 2 proposals to be considered by the stockholders at this meeting.

The time is now 8:33 a.m. on June 9, 2020, and the polls are now open for voting on all matters to be presented. The polls will be closed to voting after we go through the matters to be voted on.

The first item of business is the election of 3 Class I Directors to serve until the 2023 Annual Meeting and until their successors are elected. The nominees for Class I Directors are: Fabrice Egros, Pierre Legault and Michael Metzger. Are there any questions?

Confirming that there are no questions online.

The second item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of Deloitte & Touche LLP as the independent auditors of the company for the fiscal year ending 2020. Are there any questions?

There are no questions submitted online.

That was the final proposal for today's meeting. The Secretary will now describe the voting procedures.

Voting is by proxy and via online ballot. You do not need to vote if you have already sent in your signed proxy or if you have submitted your signed proxy online during this meeting. If there's anyone attending whether or not you already submitted a proxy, who now wants to vote, please submit your ballot via the Internet. Each share of common stock is entitled to 1 vote. [Voting]

Okay. The time is now 8:35 a.m., and the polls are now closed for voting.

May we have the results of the voting, please?

Preliminary report of the Inspector of Election covering the proposals presented at this meeting is as follows: the proposal to elect Dr. Egros and Mr. Legault and Metzger as Class I Directors of the company is carried, with each director receiving votes from at least 83% of the shareholders voting. The appointment of Deloitte & Touche as independent auditors for the fiscal year ending 2020 is ratified with over 99% voting in favor. We expect to report our preliminary voting results or, if available to us on a timely basis, our final voting results on our current report on Form 8-K to be filed with the SEC within 4 business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within 4 business days after the final results are known to us.

This concludes the formal portion of today's meeting. After adjournment, we will entertain questions from stockholders. The meeting is adjourned.

At this time, we would like to take any questions you might have for us today. [Operator Instructions] Having received no questions, I think we are ready to conclude the meeting. Operator?

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

Thanks, Chris.

Thank you.

You're welcome.