Atomera Incorporated (ATOM) Earnings Call Transcript

Hello, and welcome to the 2023 Atomera Inc. Annual Meeting of Shareholders. Please note that this meeting is being recorded. [Operator Instructions] It is my pleasure to now turn the meeting over to Chairman of Atomera's Board of Directors, John Gerber. Mr. Gerber, the floor is yours.

Good afternoon, and welcome to Atomera's 2023 Annual Meeting of Shareholders. My name is John Gerber, and I am Chairman of the Board of Atomera Inc. I will be presiding at the meeting this afternoon. Thank you for attending. Also in attendance at this meeting today is Scott Bibaud, the President and Chief Executive Officer of your company, members of the Board of Directors, including Steve Shevick Duy-Loan T. Le and Suja Ramnath. John Hughes of Marcum LLP, the company's external auditor; Dan Donahue, partner of Greenberg Traurig , LLP, the company's counsel and Francis Laurencio, Chief Financial Officer and Secretary of your company, who will be acting as the Secretary and Inspector of Elections of this meeting. Now let me give you an outline of the plan for the meeting. As described in the notice and proxy statement previously distributed, you are entitled to participate in and vote at this meeting. If you were a stockholder as of the close of business on March 10, 2023, which is the record date for this meeting, or hold a legal proxy for the meeting provided by your bank, broker or nominee. If you have an 11-digit voting control number issued by American Stock Transfer & Trust Company, LLC, or AST, our company's transfer agent, and you wish to vote during this meeting, you may do so by clicking the proxy voting link on the left-hand panel of your screen. If you hold your shares in your record name, the control number will be on your proxy card. You may also ask questions related to the agenda items during the meeting if you were registered with your 11-digit voting control number. Please refer to the chatbox icon located on the top of the left-hand panel of your screen to submit a written question. A digital copy of the notice and proxy statement is also available for your review. You may access that document by clicking on the link named Annual Report Proxy Statement on the left-hand side of your screen. An agenda that outlines the order of business for the meeting is displayed on the screen. Now there are 4 items matters on the agenda today. Item 1, we are voting to elect 5 directors to serve as members of the Board of Directors of the company, namely John Gerber, Scott Bibaud, Steve Shevick, Duy-Loan T. Le and Suja Ramnath. Item 2, we are voting to ratify the selection of Marcum LLP as external auditors of the company for the current year. Marcum was approved by the Board's Audit Committee, which is made up entirely of directors who are independent under NASDAQ listing rules. And John Hughes, a partner with Marcum LLP, is in attendance today. Mr. Hughes will be available to answer questions during the last part of the meeting. Item #3, we are voting to approve our 2023 stock incentive plan and item #4, we are voting to approve on an advisory basis, the compensation of our named executive officers. This is commonly known as the say on pay vote. Francis Laurencio, Chief Financial Officer and Secretary of our company, will act as Secretary of this meeting, record the minutes and see that they have attached all the necessary documents and exhibits. Mr. Laurencio will also act as the Inspector of elections of today's meeting. Mr. Lourencio has taken the necessary oath and has advised that he has a quorum present. So this is an official meeting, and we can proceed with our business. During the meeting, we will address the matters described on the agenda shown on your screen. When voting is completed, an announcement will be made regarding the preliminary results, and then the formal meeting will be adjourned. Questions should be restricted to the procedures for the meeting and the proposals under consideration. Thank you for your understanding. If you are eligible to vote and have not submitted your ballot or proxy or if you want to change your vote, please cast your digital vote via the function located on the left-hand side of the screen. Ballots will be tallied after we have voted on all matters on the agenda. Upon receipt of the ballots, the polls will officially be closed. The digital votes cast today will be counted in the final tally along with the proxies previously received. We will announce the preliminary results of the voting at the end of the meeting. [Voting]

So the polls are now open for the 4 items of business as of 11:04 Pacific Time -- 11:04 a.m. Pacific Time. The first item of formal business is the election of the 5 directors to serve as members of the Board of the company until the next Annual Meeting of Stockholders and until their successors are duly elected and qualified. The second item of formal business is to ratify the Audit Committee's selection of Marcum LLP as auditors to audit the accounts of your company for the current fiscal year ending December 31, 2023. The third item of formal business is the approval of the 2023 stock incentive plan. And the fourth item of formal business is to approve on an advisory basis the compensation of our named executive officers. Are there any questions on these proposals? The floor is now open for discussion concerning the proposals. If you registered with your 11-digit voting control number and wish to submit a question, please refer to the chat box icon located on the top left-hand panel of your screen. We will respond to as many questions as practical... We will pause now to see if there are any questions. Guess not. Okay. Voting is by proxy and digital ballot. Each share of common stock is entitled to one vote. Let me remind you that if you have already sent in your signed proxy, there is no need for you to cast a ballot now unless you wish to change the vote you put on the proxy. The individuals named in the proxy or any of them will vote your shares as indicated on the proxy that you already have mailed or delivered to us. As a reminder, if you are voting today, please make sure you have your 11-digit voting control number issued by AST and click the boat link on the left-hand side of your screen. We will now provide some additional time for submitting submission to voting. [Voting]

All right. There being no further business to come before the meeting, I declare the polls are now closed for all items of business as of 11:07 Pacific Time a.m. No additional ballots, proxies or votes and no changes or revocations will be accepted. The proxies and digital ballots will now be tabulated by the Inspector of Election. -- based on preliminary information we will take a moment while that's being tabulated. Based on preliminary information Provided by the Inspector of Election, I can report that each of the nominees for the Board of Directors, namely John Gerber, Scott Bibaud, Steve Shevick, Duy-Loan T. Le and Suja Ramnath have been duly elected to hold office until the next Annual Meeting of Shareholders and until their successors are duly elected and qualified. The proposal to ratify the selection of Marcum LLP as independent auditors for your company for the current year has received a majority of the votes cast and is therefore adopted. The proposal to approve our 2023 stock incentive plan on an advisory basis, the compensation of the company's named executives has received a majority of the votes and is adopted. And the stock incentive plan has been adopted as well with the majority of the votes. The final results of voting, including any ballots and proxies recorded during this meeting will be set forth in the report of the inspector of elections will be included in the minutes of the meeting. The final results will be reported in a Form 8-K to be filed with the SEC within 4 business days following this meeting. Before adjourning, I would like to thank each stockholder who sent in a proxy for this meeting, and I especially would like to thank you who have been here for the virtual meeting attending this morning. The meeting is now adjourned.