USANA Health Sciences, Inc. (USNA) Earnings Call Transcript & Summary
May 10, 2021
Earnings Call Speaker Segments
Operator
operatorWelcome to the 2021 Annual Meeting of Shareholders for USANA Health Sciences. I will now turn it over to Mr. Kevin Guest.
Kevin Guest
executiveGood morning, and welcome to this 2021 Annual Meeting of Shareholders of USANA Health Sciences, Inc. I'm Kevin Guest, Chief Executive Officer and Chairman of the Board. Before this meeting begins, I want to welcome you and express the appreciation of the Board of Directors and management for your attendance today. In attendance today are the members of the Board of Directors and management of the company and certain other guests, including representatives of KPMG, USANA's independent registered public accounting firm and we welcome our shareholders who are attending via the web for our virtual annual meeting. Please note that although this meeting is being recorded, no one attending via the webcast is permitted to use any audio recording device to record this meeting. As is our custom, we will conduct the meeting -- business portion of our meeting first and answer questions at the end of the meeting. Only validated shareholders may ask questions in the designated field on the web portal. I will now call the meeting to order. Notice of this annual meeting was mailed on or about March 30, 2021, to each shareholder of record at the close of business on March 12, 2021. A copy of the notice of annual meeting, proxy materials and a shareholder list as of March 12, 2021, are available for the shareholders' inspection through the web portal. The Board of Directors has appointed Doug Hekking to act as Inspector of Elections at this meeting. The inspector has previously executed an oath of office and delivered it to the Secretary to be filed with the minutes of this meeting. The inspector has made a poll of the shares represented at this meeting virtually or by proxy and has also received a report of the votes received by proxy prior to this meeting from Broadridge. I will now ask the inspector to report on the presence of quorum.
G. Hekking
executiveI am pleased to report that 83% of the issued and outstanding shares of the company are represented virtually or by proxy at the meeting today.
Kevin Guest
executiveThank you, Doug. Since the majority of the company's outstanding shares is represented here today, a quorum is present. The meeting is duly constituted and the business of the meeting may proceed. We have 3 items of business on the agenda today. First is the election of the Board of Directors; second, is the ratification of the Audit Committee's selection of KPMG as USANA's independent registered public accounting firm; and third, is a nonbinding advisory vote to approve the company's executive compensation, commonly referred to as Say on Pay. Before proceeding with these matters of business, I want to take a moment to thank Feng Peng for his service to the Board of USANA. Feng's wisdom and experience have provided significant value to USANA during his time on the Board. Turning now to the business items. The first item of business is the election of the Board of Directors. As noted in the proxy statement, the slate of Directors standing for election includes the following persons: Kevin Guest; Robert Anciaux; John Fleming; Gilbert Fuller; Peggie Pelosi; Frederic Winssinger; and Dr. Tim Wood. Biographical and professional experience details for these individuals are included in the proxy statement. No other persons were nominated. Therefore, the nominations are closed. For the second item of business, the Audit Committee of the Board of Directors has selected KPMG as USANA's independent registered public accounting firm for the fiscal year 2021, and shareholders are being asked to ratify this selection. KPMG has served in this role since September 16, 2013. USANA's Board of Directors recommends that shareholders vote for the approval of the appointment of KPMG as USANA's independent registered public accounting firm. Finally, the last order of business is an advisory vote to approve the compensation of USANA's named executive officers, as disclosed in the executive compensation section of our proxy statement. The Board of Directors recommends you vote for the approval of our executive compensation. With that, the polls are now open. Any shareholder who hasn't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and follow the instructions there. Shareholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote, do not need to take any further action. We'll now pause for voting. [Voting]
Kevin Guest
executiveNow that everyone has had the opportunity to vote, I now declare the polls for the 2021, USANA Health Sciences Annual Shareholder Meeting closed. I will now ask the Inspector of Elections to report the results of the balloting.
G. Hekking
executiveI am pleased to report that shareholders holding the required number of shares have: first, elected the nominees for the Board of Directors; second, ratified the selection of KPMG as USANA's independent registered public accounting firm; and third, voted for the approval of our executive compensation.
Kevin Guest
executiveThank you, Doug. We will publish the exact voting results in a Form 8-K that will be filed with the SEC and made available on USANA's website following this meeting. That concludes the business of the annual meeting. We will now open the floor for questions. As there are no questions, this annual meeting is adjourned.
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