Walker & Dunlop, Inc. (WD) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Walker & Dunlop, Inc. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Willy Walker, Chairman and CEO of Walker & Dunlop. Mr. Walker, the floor is yours.

Thank you. Good morning, ladies and gentlemen. I call this meeting to order. I want to welcome all of you to the 11th Annual Meeting of Stockholders of Walker & Dunlop, Inc. I'm Willy Walker, Chairman and CEO of Walker & Dunlop, and I'll be presiding as Chairman of this meeting. This year, we are pleased to conduct our annual meeting virtually via the Internet. This virtual annual meeting allows us to protect the health and safety of our directors, officers, employees and stockholders. Also present virtually at the meeting today are Richard Lucas, our Executive Vice President, General Counsel and Secretary, who will act as secretary of the meeting; Steve Theobald, our Executive Vice President and Chief Financial Officer; Patricia Peachey from Computershare, our transfer agent, who also has been appointed to act as inspector of the elections; Ginna Semmes from our Investor Relations group; and Mike Tascher from KPMG LLP, our independent auditors. During the question-and-answer period at the end of the meeting, Mike will be available to answer questions concerning our 2020 audited financial statements. Individual links to the agenda and conduct of meeting guidelines for this meeting appear at the bottom of the meeting center page. To conduct an orderly meeting, we ask the participants abide by the conduct of meeting guidelines. The transfer agent has delivered an affidavit of mailing, establishing that notice of this meeting was duly given. A copy of the Notice of the Meeting, the proxy statement and the affidavit of mailing will be incorporated into the minutes of this meeting. The record date for the annual meeting is March 5, 2021. Our first order of business at this meeting is to determine whether the shares represented at the meeting are sufficient to constitute a quorum for the purpose of transacting business. Mr. Lucas, do you have a report?

Yes, I do. The stockholders list shows that holders of 31,749,128 shares of common stock of the company are entitled to vote at this meeting. We're informed by Ms. Peachey that there are represented 28,193,517 shares of common stock or approximately 88.8% of all of the shares entitled to vote at this meeting.

Thank you. Because holders of a majority of the shares entitled to vote at this meeting are represented, I declare this meeting to be duly convened for purposes of transacting such business as may properly come before it. Proposal #1, election of directors. The next order of business is a description of the matters to be voted on at today's meeting. The first proposal before the stockholders of the company is the election of 9 directors to serve until the Annual Meeting of Stockholders in 2022 and until their successors are duly elected and qualified. Walker & Dunlop's Board of Directors has nominated the following persons for election as directors: Alan Bowers, Ellen Levy, Michael Malone, John Rice, Dana Schmaltz, Howard Smith, William Walker, Michael Warren and Donna Wells. The Board recommends a vote for each of the nominees. Proposal #2, ratification of the appointment of the auditor. The second proposal before the stockholders of the company is to ratify the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021. The Board recommends a vote in favor of the ratification of the appointment of KPMG. Proposal #3, advisory vote on executive compensation. The third proposal before the stockholders of the company is an advisory vote on the compensation of the named executive officers as described in the proxy statement. The Board recommends a vote in favor of the proposal. The polls are now open. Any stockholder 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 following the instructions there. Stockholders 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. At this time, we'll take questions only on the proposals. After the meeting, we'll entertain general questions. If you have a question, you may submit it by clicking on the Messages icon on the annual meeting web page and typing your question. Ginna, are there any questions on the proposals?

I believe there are no questions at this time.

Thank you. The polls will be closing momentarily. If you have not yet submitted your vote, please do so now. [Voting]

Seeing as there are no questions, I hereby declare the polls closed. Will the secretary please report the preliminary results of the voting?

We've been informed by the inspector of election that according to the preliminary voting results, each of the 9 nominees for election to the Board of Directors has been duly elected. KPMG has been ratified as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021. And the stockholders have approved the compensation of the named executive officers as disclosed in the 2021 proxy statement. We will report the final voting results on Form 8-K filed with the SEC.

Thank you, Mr. Lucas. As there are no other matters to be considered as part of the formal portion of the meeting, I hereby declare that the formal business at the meeting is adjourned. Thank you for attending today's meeting. Let's now open the meeting up for a brief question-and-answer period. I would also note that Mike Tascher from KPMG LLP, our independent auditors, is available to answer questions concerning our 2020 audited financial statements. If you have a question, you may submit it by clicking on the Messages icon on the annual meeting web page and typing in your question. Ginna, have we received any questions?

There are no questions.

With that, ladies and gentlemen, this concludes the question-and-answer period for our annual meeting. I want to thank you for attending and for your investment in Walker & Dunlop.

This concludes the meeting. You may now disconnect.

Thank you, everyone.