U.S. Physical Therapy, Inc. (USPH) Earnings Call Transcript & Summary

Good morning, and welcome to the 2021 Annual Meeting of U.S. Physical Therapy, Inc. I would now like to introduce the first presenter, Mr. Kuntz, Chairman of the Board of Directors.

Good morning, ladies and gentlemen. My name is Eddie Kuntz, and I'm Chairman of the Board of Directors of U.S. Physical Therapy. The directors and the officers of the company welcome you to this 2021 Annual Meeting of the Shareholders, and we wish to express our thanks to all of you for your attendance virtually at this meeting. We're excited to be hosting our virtual meeting, which allows us to be more inclusive and reach a greater number of our shareholders given the ongoing situation with respect to COVID-19. We have shareholders attending via the web portal. As is our custom, we will conduct the business portion of our meeting first and then answer any questions at the end of the meeting. Though we may not be able to answer every question, we'll do so -- we'll do our best to provide a response to as many questions as possible, and we'll address any unanswered questions on our corporate website shortly after the meeting. After the formal meeting has adjourned, we'll provide time for general questions only by validated shareholders who may ask the question in a designated field on the web portal. Out of consideration for others, please limit yourself to 1 question, and please note that this meeting is being recorded. The meeting is being held: one, to elect 8 directors to serve until the next Annual Meeting of Shareholders; two, to approve by advisory vote the company's named executive officer compensation; and three, to ratify the appointment of Grant Thornton as the company's independent public accounting firm for 2021. We've already supplied each shareholder with a copy of our proxy statements, shareholder letter and an annual report. Copies of these documents are available to any shareholder who does not have that. Before consideration of the matters of business to be brought before this annual meeting, I'd like our Corporate Secretary, Rick Binstein, to dispose of several preliminary procedural matters that are required by the bylaws of the company and applicable Nevada law.

Thanks, Eddie. As the Company Secretary, I can confirm that pursuant to the bylaws of the company and Nevada law, notice of the holding of this annual meeting was duly mailed on or about April 7, 2021, together with a proxy statement, a form of proxy and a 2020 annual report. As Secretary, I have provided an affidavit to that effect. I also am in possession of a certified list of common stock shareholders of record as of March 31, 2021. The list has been open and available for examination and inspection during the 10-day period prior to this meeting and remains available for inspection through this meeting. As inspector of election of this annual meeting, Prachi Ashar has been appointed by the Board of Directors for the purpose of determining the number of votes represented in person or by proxy at this annual meeting, the authenticity and validity of the proxies, the existence of a quorum and the number of votes cast on all matters voted upon. I have been advised by the inspector of election that there are present at this annual meeting, votes represented in person or by proxy of more than a majority of the outstanding shares entitled to vote. Therefore, I declare that a quorum is present. Since legal notice of this annual meeting has been given and a quorum is present, this annual meeting is lawfully convened and may proceed to transact business. On all matters, each shareholder of record on March 31, 2021, the voting record date, has the right to 1 vote for each share of common stockholder. There is no cumulative voting with respect to the election of directors. As Corporate Secretary, I can confirm that there were not any shareholder nominations or proposals for business for this meeting properly filed with me as Secretary.

Thank you, Rick. It's now approximately 9:05 a.m. Central Time on May 18, 2021, and the polls are now open. Any shareholder who hasn't yet voted or wishes to change his or her vote may do so by clicking on the voting button on the web portal and following the instructions there. Shareholders who have sent in proxies, voted by telephone or the Internet and do not want to change their vote do not need to take any further action at this time. We'll pause for just a second or 2 to see if there's any changes by any shareholder. [Voting]

Now that everyone has had the opportunity to vote, I now declare the polls for the 2021 U.S. Physical Therapy Annual Shareholders Meeting to be closed. Since no shareholder nominations or proposals were properly filed in advance of this meeting, the business of the meeting is limited to the 4 matters on the agenda. I'll now move to the results of the voting. Ms. Ashar, the inspector of election has completed counting the ballots and her formal report shows a number of those cast on the proposals before this annual meeting of shareholders. I now recognize Prachi Ashar.

I have completed the count of the proxies and of the balloting, and I submit the following written report. I report and certify that there were 12,896,572 shares eligible to vote at this annual meeting. Based on the voting records of the company, a majority of the votes were cast at the meeting. Each of the director nominees has received a plurality of the votes cast in favor of their election to the Board to serve until the next annual meeting of the shareholders. A majority were cast in favor of the approval by advisory vote of the company's named executive officer compensation, and the majority of the votes were cast in favor of the ratification of appointment of Grant Thornton LLP as the company's independent registered public accounting firm for 2021. The specific tally of the votes will be filed as part of the minutes of this meeting, will be filed in a current report on Form 10-K by end of business on Wednesday, May 19, 2021, and is available for inspection by any shareholder.

I therefore declare that the Board of Directors nominees for election as directors namely Mark J. Brookner, Harry S. Chapman, Kathleen Gilmartin, Bernard A. Harris, Edward L. Kuntz, Christopher J. Reading, Clayton K. Trier and Regg Swanson have been duly elected. I further declare that the company's named executive officer compensation program has been approved by advisory vote by the shareholders of the company. I further declare that the ratification of Grant Thornton LLP as the company's independent registered public accounting firm for 2021 has also been duly approved. This now completes the formal business to come before this annual meeting. And the meeting is now adjourned. At this time, we will respond to any questions from those shareholders who have submitted questions on the web portal. Are there any questions?

Looking at the web portal, I don't believe that there are any questions. We'd be glad to answer any of them and I'll pause for about 5 seconds to see if any questions come through. Since there are no questions, I'm going to turn it over -- turn the meeting over to our Chief Executive Officer, Chris Reading to answer any questions. But since there aren't any questions, I suppose that we can expense with that. There's no further questions. I want to thank anyone who attended the meeting, appreciate your interest in the company and most certainly the loyalty of our shareholders. Thank you, and have a good day.