TTM Technologies, Inc. (TTMI) Earnings Call Transcript & Summary

Good morning and welcome to the TTM Technologies Annual Meeting of Stockholders. On the webcast with us today are Tom Edman, President and Chief Executive Officer of the company; Robert Klatell, Chairman of the Board of Directors of the company; Dan Weber, Senior Vice President and Secretary of the company; and Craig Leibell, inspector of election. Mr. Edman, over to you.

Thank you. Welcome to everyone who are joining us by webcast for this unique meeting of the shareholders of TTM Technologies, Inc. The Annual Meeting of the Stockholders of TTM Technologies, Inc. will please come to order. Good morning. I'm Tom Edman, CEO and President of TTM Technologies, Inc., and I will act as Chairman of this meeting. Dan Weber, our Senior Vice President, General Counsel and Secretary, will act as recording Secretary and will report as to the mailing to stockholders of the proxy materials and notice of this meeting. Once we conclude the official business of the meeting, I may provide a short presentation about TTM, and then we will answer written questions that come to the webcast portal. Registered shareholders may submit written questions through the webcast by clicking the question tab provided. Dan?

Thank you, Tom. An affidavit of mailing of written notice of this meeting prepared by our transfer agent, American Stock Transfer & Trust Company, LLC, states that the notice of Internet availability of proxy materials was duly mailed commencing on March 23, 2020, to stockholders of record on March 9, 2020. Only stockholders of record on March 9, 2020, may vote at this meeting. If there are any stockholders on the webcast that wish to vote their shares at this time, and it looks like there are none, please click the link provided on the webcast. Tom?

I now appoint Craig Leibell of American Stock Transfer & Trust Company, LLC, who is attending the meeting via teleconference as the inspector and teller of election. Mr. Leibell, please canvass the number of shares of TTM common stock represented at this meeting to determine the presence of a quorum. Anyone that wishes to vote their shares at this time should do so by clicking on the link provided on the webcast.

Mr. Chairman, the shares present at this meeting either in person or by proxy represent a majority of the outstanding shares of TTM Technologies, Inc. common stock.

Based on the report of the inspector and teller of election, I declare that we have a quorum and that the TTM annual meeting of stockholders may proceed. The items of business before stockholders at the meeting today are the election of Kenton K. Alder, Julie S. England; and Philip G. Franklin as Class II Directors, each to serve for a 3-year term expiring in 2023; approval of a proposed amendment to the TTM Technologies, Inc. 2014 incentive compensation plan; an advisory vote on the compensation of the company's named executive officers; an advisory vote on the frequency of future advisory votes on the compensation of the company's named executive officers; and the ratification of KPMG LLP as our independent registered public accounting firm for the fiscal year ended -- ending December 28, 2020. The polls with respect to these matters are now open. As a reminder, a stockholder that would like to vote at this time should do so by clicking on the link provided on the webcast.

Mr. Chairman, no stockholders have elected to vote their shares at this time. Tom?

Thank you, Craig. The polls with respect to the approval of these matters are now closed. I now ask for the report of the inspector and teller of election on all votes of the stockholders of the company.

Mr. Chairman, the inspector of election reflects that each Class II Directors nominees received the plurality of the shares present in person or represented by proxy and entitled to vote. The proposed amendment to the TTM technologies, Inc. 2014 incentive compensation plan was approved by a majority of the shares present in person or represented by proxy entitled to vote. The advisory vote on the compensation of our named executive officers was approved by a majority of the shares present in person or represented by proxy and entitled to vote. 1 year was approved by majority of the shares present in person or represented by proxy and are entitled to vote for the nonbinding vote on the frequency of future advisory votes on the compensation of our named executive officers. The ratification of the appointment of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending December 28, 2020, was approved by a majority of shares present in person or represented by proxy and entitled to vote. Tom?

Thank you. I declare that the Director nominees have been elected. The proposed amendment to the company's 2014 incentive compensation plan was approved. The compensation of our named executive officers was approved. A frequency of every year was approved for the nonbinding vote on the frequency of future advisory votes on the compensation of our named executive officers. And the appointment of KPMG LLP has been ratified. The final results of today's vote will be made available on Form 8-K to be filed with the SEC. As there is no further business to come before the meeting, I will adjourn the meeting. Now Dan? Did you see any stockholders here?

No, I see no stockholders in the meeting, so there are no questions and no -- there is no need for a presentation to be provided to the stockholders. At this point...

Okay. Thank you.

I win the over-under.

You do. You certainly do. Okay. Thank you very much, Dan, and appreciate everybody attending. Thank you.

Thank you. Bye-bye.