UDR, Inc. (UDR) Earnings Call Transcript & Summary

Good morning and welcome to the 2020 Annual Meeting of Shareholders of UDR, Inc. I will now turn the meeting over to Mr. Tom Toomey, the Chairman of the Board of Directors.

Well. Good morning and I am Tom Toomey, Chairman of the Board of Directors of UDR. It is my pleasure to welcome all of you to our 2020 Annual Shareholders' Meeting. Because of novel coronavirus, we are holding this meeting virtually out of concern for health and well-being of our shareholders and meeting participants, and we have shareholders attending via the web portal that we have provided. At this time, I will call the meeting to order and turn the meeting over to Warren Troupe, who is our Secretary of the company and will act as Secretary for the meeting.

Thank you, Tom. Also present today are the following members of the Board of Directors: Katie Cattanach, former General Partner of Invesco Private Capital Inc.; Jon Grove, former Chairman, President and CEO of ASR Investment Corporation; Mary Ann King, Co-Chair of Moran & Company; Jim Klingbeil, our Lead Independent Director and Chairman and CEO of Klingbeil Capital Management and the Klingbeil Company; Clint McDonnough, Managing Partner of McDonnough Consulting; Robert McNamara, former Group Chief Risk Officer of Lendlease Corporation; and Mark Patterson, President of MP Realty Advisors. Richard Payne and Megan Hahn, representatives from Ernst & Young, are also present via the web portal today. We have a quorum. You should have access to the agenda and the rules of conduct for the meeting on the web portal. Following the business portion of the meeting, we will answer questions received from shareholders. Starting now, you may submit a question through the designated portion of the web portal, and the questions submitted will be available to us to answer at the appropriate time. On April 2, 2020, a notice of the annual meeting of shareholders was mailed to all shareholders of record as of the close of business on March 23, 2020. The notice was supplemented by a press release and supplemental proxy materials filed with the SEC on April 27, 2020, which were also posted on our Annual Meeting website. The notice called the meeting from May 21, 2020, at 10:00 a.m. virtually through the web portal. The meeting was called to elect directors, to ratify the selection of our independent registered public accounting firm and to hold an advisory vote on executive compensation. A complete list of shareholders as of March 23, 2020, entitled to notice and to vote at the meeting has been on file and available for inspection by shareholders at the Highlands Ranch, Colorado office of the company for at least 10 days prior to the meeting. That list is also available today for inspection by our shareholders on the web portal. The Board of Directors has appointed Laura Sisneros, a representative of CT Hagberg, to act as inspector of election. Ms. Sisneros is present remotely and has taken the oath of office. The inspector of election has certified that each shareholder of the company entitled to vote at the meeting has been mailed a notice of the annual meeting of shareholders. The polls for each matter to be voted on the meeting were opened at 10:00 this morning. Shareholders who have voted by proxy and do not want to change their vote do not need to take any action. Shareholders who have not voted or who wish to change their vote may do so by clicking on the Voting button on the web portal and following the instructions. The next order of business is a description of the matters properly brought before the meeting. Under our amended and restated bylaws, shareholder proposals for this meeting have been submitted no later than November 28, 2019. We have no shareholder proposals to be considered at the meeting. Matters properly brought before this meeting are listed on the agenda and in the proxy materials. The first item is a proposal to elect the 8 directors named in our proxy statement. Is there any discussion? The second item is a proposal to ratify the selection of Ernst & Young to serve as independent registered public accounting firm for the year ending December 31, 2020. Is there any discussion on this item? The third item is a proposal concerning an advisory vote to approve executive compensation. Is there any discussion on this item? [Voting]

Okay. I declare the polls now closed at 10:05 on May 21, 2020. We received votes from the majority of our shareholders prior to the meeting, and the inspector has provided me with the preliminary results. The certificate of the inspector on the presence of a quorum shows 275 million shares or approximately 88% of the shares are represented at this meeting, either through the web portal or by proxy, which the inspector had certified to be a quorum. The preliminary report of the inspector shows that all director nominees were elected and the 2 other proposals were approved. Report of the inspector setting forth the final vote on each proposal and the notice will be filed with the minutes of the meeting. I will now turn the meeting back to Mr. Toomey.

Thank you, Warren. We have now concluded the official portion of the meeting, and the meeting is adjourned. We are now available to answer any questions. You may submit a question through the web portal by typing your question into the area provided. We will read the question aloud before answering the question. Checked. There are no questions in the portal at this time. But I would remind all active shareholders, management is always available to answer your questions. Please don't hesitate to outreach us through udr.com, IR tab or call us directly, and we will be eager to respond. With that, being no further questions at this time being submitted, we'll now adjourn the virtual session, and we do appreciate your time and interest in UDR. Thank you.