YETI Holdings, Inc. (YETI) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for standing by and welcome to YETI's 2020 Annual Meeting of Stockholders Conference Call. I would now like to turn the call over to the Chair of the Board to begin. Thank you.

Meeting will please come to order. Good morning or afternoon, depending on where you are. Ladies and gentlemen, I'm David L. Schnadig, Chair of the Board of the company and Chair of this meeting, and this is the company's 2020 Annual Meeting of Shareholders. I'd now like to introduce Bryan Barksdale, Senior Vice President, General Counsel and Secretary of the company. Mr. Barksdale will act as Secretary of this meeting.

Good morning. I'd like to begin by introducing the directors and officers that are present at this meeting. The directors include our Chair, David Schnadig, Frank Gibeau, Mary Lou Kelley, Dusty McCoy, Mike Najjar; Matt Reintjes, who is also our President and CEO; Roy Seiders, and Bob Shearer. Our Board currently has 8 members following the resignation of Jeff Lipsitz from the Board effective as of May 19, 2020. Mr. Lipsitz has been a valued member of our Board since 2018, and we thank him for his service, leadership and countless contributions to the company. In addition to Mr. Reintjes, the following officers are also present: Paul Carbone, Senior Vice President and Chief Financial Officer; Hollie Castro, Senior Vice President of Talent and ESG; Kirk Zambetti, Senior Vice President of Sales; and Brian Dengler, Senior Vice President of Product. Mr. [ Bob Johnson ] will serve as inspector of election and has taken the oath of office. At this time, I'd also like to note that the members of the Nominating and the Governance Committee are Dave Schnadig, Mary Lou Kelley and Bob Shearer. If you've already voted your stock by mailing in your proxy card or by telephonic or Internet voting, it's not necessary to vote during the meeting. However, if you have not yet voted or you'd like to revoke or change your prior dated proxy, you may electronically vote your respective shares during the meeting using the 16-digit control number included on your proxy card, voting instruction form or the notice of Internet availability of proxy materials that was previously mailed to you. I'd like to introduce Tim Zechman of Grant Thornton, the independent auditors of the company. Mr. Zechman has made himself available to respond to any questions during the meeting that were submitted in advance and none were submitted. Mr. Zechman is present, however. As secretary of the meeting, I will now report as to the delivery of the notice of annual meeting, the proxy statement and proxy card and the annual report of stockholders. I've received an affidavit of mailing from Broadridge Financial Solutions as to the mailing of Internet availability of proxy materials, which provides instructions for obtaining access to the proxy materials, and it was mailed to the stockholders of record as of March 25, 2020. The company has also prepared an annual report, which includes financial statements certified by Grant Thornton. A copy of the annual report, along with notice of the annual meeting, proxy statement and proxy card, were made available to each stockholder entitled to vote at this meeting. And they are available on the website indicated in the notice of Internet availability of proxy materials. I will incorporate the affidavit of mailing from Broadridge and the annual report into the minutes of this meeting. Is the inspector of election ready to report as to the existence of a quorum?

On March 25, 2020, the record date for this annual meeting, there were 86,894,318 shares of common stock outstanding and entitled to vote per share. There are present at this annual meeting in person or by valid proxy holders of 81,732,787 shares of common stock representing 94.05% of the eligible votes and this constitutes a quorum.

I declare that a quorum is present, and the meeting is duly constituted. We may therefore proceed with voting. The time is 11:34 a.m. Central Time, 12:34 eastern on May 20, 2020. I now declare the polls open.

The first matter to come for the meeting is the election of 3 Class II directors. In accordance with the bylaws, the Board of Directors has fixed the number of directors at 9. Those are split into 3 equal -- or 3 separate classes. The current Class II directors are Mary Lou Kelley, Dustan E. McCoy and Robert K. Shearer. The Class I directors are: Frank D. Gibeau, Matt Reintjes and Roy Seiders. The Class III directors are Michael E. Najjar and David L. Schnadig. The Board of Directors of the company recommends the following nominees to serve as Class II directors of the company for the ensuing 3 years ending at the company's 2023 annual meeting: Mary Lou Kelley, Dustan E. McCoy and Robert K. Shearer.

I move for the election of each of Mary Lou Kelley, Dustan E. McCoy and Robert K. Shearer as Class II directors of the company.

The next order of business is the recommendation on an advisory basis on the frequency of future nonbinding advisory votes on the compensation of our named executive officers.

I move for the recommendation that stockholders hold future advisory votes on the compensation program for our named executive officers every 1 year.

The next order of business is the ratification of the appointment of Grant Thornton as the company's independent registered public accounting firm for the fiscal year ending January 2, 2021. May I have a motion to ratify this appointment?

I move for the ratification of the appointment of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending January 2, 2021. And the time now is 12:36 Central Time -- sorry, 12:36 Eastern Time on May 20, 2020, and I declare the polls are now closed.

Will the inspector of election please report on the results of the vote?

The inspector of election reports that in the election of 3 Class II directors, Mary Lou Kelley, Dustan E. McCoy and Robert K. Shearer have received the most affirmative votes cast in person or by proxy at this meeting. Over a majority of the votes cast in-person or by proxy at this meeting have been voted in favor of holding future advisory votes on the compensation program for YETI's named executive officers every 1 year, and over a majority of the votes cast in person or by proxy at this meeting have been voted in favor of the ratification of the appointment of Grant Thornton as the company's independent registered public accounting firm for the fiscal year ending January 2, 2021.

Having received the report of the inspector of election, thank you, [ Bob ], I declare that each of Mary Lou Kelley, Dustan E. McCoy and Robert K. Shearer have been duly elected as Class II directors of the company for the ensuing 3 years, ending at the company's 2023 Annual Meeting of Stockholders; that the stockholders have recommended, on an advisory basis to hold future nonbinding advisory votes on the compensation of our named executive officers every 1 year; and the appointment of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending January 2, 2021, is hereby ratified.

This concludes the business portion of the annual meeting.

As no questions were submitted prior to this meeting, this meeting is hereby adjourned. Thank you all very much.

Thank you.

Thank you for participating. This concludes today's conference call. You may now disconnect.