Veritex Holdings, Inc. (VBTX) Earnings Call Transcript & Summary

May 18, 2021

NASDAQ US Financials shareholder_meeting 6 min

Earnings Call Speaker Segments

Malcolm Holland

executive
#1

Good afternoon, everybody. Welcome to the Veritex Holdings Annual Meeting. I hereby call the meeting to order. Thank you for being here with us today. I would like to begin now. Before the voting, there's a few corporate formalities we need to take care of. We ask Susan to be the secretary -- the secretary of the company to serve as the secretary of the meeting. We've previously received from our transfer agent, Continental Stock Transfer & Trust, an affidavit certifying that Notice of the Meeting was mailed at their direction as required by the bylaws on or about April 22, 2021 to shareholders of record as of close of business on April 5, 2021. A copy of the Notice of the Meeting dated April 19, 2021 is available at the reception desk and will be incorporated into the minutes of the meeting and the affidavit will be attached to the minutes of the meeting. As authorized by the company's bylaws, I have appointed Susan Caudle to serve as Inspector of Election for the meeting. She has agreed to serve and has signed the oath of office. The oath will be attached to the minutes of the meeting as well. A list of the shareholders of the company entitled to vote as of record date, April 5, 2021, has been available for examination in the last 10 days in our offices and is available for inspection to shareholders present at this meeting, if they desire to do so. I'll now ask the inspector of election to confirm the presence of a quorum.

Susan Caudle

executive
#2

Preliminary results reflected there were 43,863,467 shares of the company's common stock present at this meeting in person or represented by proxy. Since these shares constitute more than a majority of the stock issued outstanding and entitled to vote at this meeting, a quorum is present and the meeting may proceed.

Malcolm Holland

executive
#3

Thank you. On each matter to be voted upon at this meeting, each shareholder of the record as of April 5, 2021 has the right to vote 1 share of common stock registered in such holders' name. If you've already voted, it's not necessary to vote again unless you'd like to change your vote. The first matter to be considered and voted upon at this meeting is election of 13 directors of the company to serve until 2022 annual meeting of shareholders or until each person's successor is duly elected and qualified. The nominees who are named in the proxy statement are: Malcolm Holland, Arcilia Acosta, Pat Bolin, April Box, Blake Bozman, Don Ellis, William Fallon, Mark Griege, Gordon Huddleston, Steven Lerner, Manuel Mehos, Greg Morrison and John Sughrue. Information about these nominees is contained in the proxy and the proposal to elect them is now before the meeting. Are there any questions about these people? If not, I declare questions and discussion of this matter closed. The proxy statement contains information regarding this matter, which is now before the meeting. That's the approval of the nonbinding advisory vote on the compensation of the company's named executive officers. Are there any questions? If not, I declare questions of this discussion matter closed. And thirdly, ratification of the appointment of the company's independent registered public accounting firm. The final matter to be considered and voted upon at this meeting is the proposal to ratify the appointment of Grant Thornton LLP as the independent registered public accounting firm of the company for the year ending 12/31/2021. The proxy statement contains information regarding the ratification of the appointment. This matter is now before the meeting. Are there any questions? If not, I declare questions and discussion of this matter closed. You haven't already voted by proxy or compelled by ballot when you signed in like to vote on these matters, please raise your hand. I see no hands. Voting is now closed. The inspector of election will now deliver the preliminary results of the voting.

Susan Caudle

executive
#4

Everything is approved.

Malcolm Holland

executive
#5

Everything is approved. With respect to the election of the directors, each of the nominees named in the proxy statement has received the affirmative vote of the plurality of votes cast in this meeting. Accordingly, each of the 13 nominees named in the proxy statement have been elected to serve as directors until 2022 annual meeting of shareholders or until each person's successor is duly elected and qualified. With respect to proposal 2 in the proxy statement, it has received the affirmative vote of the majority of the votes cast at the meeting. Accordingly, proposal 2 is approved. With respect to proposal 3, the ratification of appointment of Grant Thornton LLP as the independent registered public accounting firm of the company for the year ending 12/31/2021, the proposal has received the affirmative vote of the majority of the votes cast at the meeting. Accordingly, the proposal has been approved. Does anyone have any other questions? Okay. No additional business to discuss at this meeting. I hereby declare the meeting adjourned. Thank you for your attendance and interest.

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