DICK'S Sporting Goods, Inc. (DKS) Earnings Call Transcript

Good day, and welcome to the DICK'S Sporting Goods Annual Meeting of Stockholders. I would now like to turn the conference over to Ed Stack, Executive Chairman. Please go ahead, sir.

Thank you. Good morning, and welcome. As Executive Chairman of DICK'S Sporting Goods, I would like to call to order the company's 2022 Annual Meeting of the Stockholders. Lauren Hobart, our President and Chief Executive Officer, will now conduct the business of today's meeting.

Thank you, Ed, and good morning, everyone. Now that the meeting has been called to order, you may vote on this year's proposals online if you have your proxy control number and haven't already voted by proxy. Shareholders with a proxy control number may also submit written questions regarding the company's business at any time during the meeting on the virtual meeting website. Shareholders may also submit a question to Deloitte & Touche, our independent auditor. Today, we will answer shareholder questions that we received in advance and we will post answers to shareholder questions that we received during the meeting on our Investor Relations website shortly after this meeting. John Hayes is the company's General Counsel and will act as the Secretary of the meeting. John, will you confirm the notice of this meeting was properly given and that a quorum is present.

Yes, Lauren, the notices were mailed in accordance with the bylaws beginning on May 6, 2022, to all shareholders of record as of April 18, 2022. We have received proxies representing more than 94% of the votes entitled to be cast at this meeting. This means we have a quorum present, and the meeting may proceed. All stockholders entitled to vote at this meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted or if you want to change your previously cast vote, you may do so now through the virtual meeting website. Please remember that if you have already voted by proxy, it is not necessary to vote again. If you plan to vote at this meeting, please vote now because the polls will be closed after the proposals have been presented. After the presentation of the proposals, I will also provide the preliminary voting results.

There are 3 matters to be voted on at this annual meeting. John, please present the proposals and the Board of Directors' recommendations.

The first proposal is the election of the following 7 directors, each for a term that expires in 2023. Mark J. Barrenechea, Emmanuel Chirico, William J. Colombo, Anne Fink; Sandeep Mathrani, Desiree Ralls-Morrison and Larry D. Stone. Second proposal is an advisory vote to approve executive compensation as disclosed in the proxy statement. The third proposal is the ratification of the appointment of Deloitte & Touche as the company's independent registered accounting firm for fiscal 2022. The Board recommends a vote for each of the nominees and recommends a vote for proposals 2 and 3. I will now pause briefly to allow shareholders an opportunity to cast their votes if they have not previously done so. Thank you to all who have voted. The polls are now closed, and I will share the preliminary voting results. First, all nominees on the ballot to serve as director have been elected for 1-year terms. Furthermore, ratification of the company's auditor, Deloitte & Touche, and the advisory vote on executive compensation have both been approved. We will disclose the details of the final voting results in a Form 8-K to be filed with the SEC within 4 business days.

Thank you, John. That concludes the formal business of the meeting. If you submitted questions to either the company or Deloitte & Touche during the meeting, we will post responses shortly on our Investor Relations website. John, would you now please review the shareholder questions we received prior to the meeting.