WEX Inc. (WEX) Earnings Call Transcript

Hello, and welcome to the WEX Annual Meeting 2021. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Melissa Smith. Ms. Smith, the floor is yours.

Thank you. Good morning. I'm Melissa Smith, Chair and CEO of WEX Inc., and it's my pleasure to welcome you to WEX's Virtual Annual Meeting. I now call this meeting to order. I'd first like to inform you that the Directors of WEX are also participating virtually in the annual meeting. Our Board is now comprised of Jack VanWoerkom, Vice Chair and Lead Director; Daniel or Don Callahan; Shikhar Ghosh; Jim Groch, Jim Neary, Steve Smith, Susan Sobbott, Reggie Sommer, and lastly, Nancy Altobello, Bhavana Bartholf and Derrick Roman, who are 3 new nominees being voted on the Board today. I'd also like to introduce the officers of WEX Inc. who are also participating in the meeting virtually. Hilary Rapkin, Chief Legal Officer and Corporate Secretary; Roberto Simon, Chief Financial Officer; David Cooper, Chief Technology Officer; Annie Drew, Chief Risk and Compliance Officer; Jay Dearborn, President of Corporate Payments; Anth Hynes, President of Global Travel; Scott Phillips, President of Global Fleet; Melanie Tinto, Chief Human Resources Officer; Robert Deshaies, President, Health; Steve Elder, Senior Vice President, Global Investor Relations. I'd also like to introduce Warren Suckerman, a representative from Deloitte & Touche, our independent registered public accounting firm. I'll now turn the meeting over to Hilary Rapkin, who will conduct the formal part of the meeting. Hilary?

Thank you, Melissa. We ask that if you are a registered holder or have a legal proxy and would like to vote, we ask that you please do so starting now in the proxy voting site hyperlink, so that we can total the votes by the end of the meeting. If you've already voted, there's no reason to do anything further. Furthermore, if any stockholder or guest have any questions or comments, please post them through the Ask a Question function on our webcast. On April 20, 2021, we mailed the notice of this meeting to our stockholders on record as of April 5, 2021, and posted our proxy statement and annual report at the link presented on the webcast. Greg Wiessner of WEX Inc., our Assistant Corporate Secretary, has been appointed to serve as the inspector of election for this meeting. Based on the inspector's preliminary report, there are represented at this meeting, in person or by proxy, holders of a majority of WEX Inc.'s issued and outstanding common stock entitled to vote. And therefore, a quorum is present. There are 5 proposals to be acted upon at this meeting. Proposal 1 is to elect 5 of nominees as Directors: Jack VanWoerkom, Regina Sommer, Nancy Altobello, Bhavana Bartholf and Derrick Roman. Proposal 2 is a nonbinding advisory vote to approve our executive compensation. Proposal 3 seeks the approval of the WEX Inc's. amended and restated 2019 equity and incentive plan to increase the number of shares issuable thereunder. Proposal 4 seeks the approval of the company's amended and restated Certificate of Incorporation to declassify the Board of Directors. Proposal 5 seeks ratification of the selection of Deloitte & Touche as our independent registered public accounting firm for the fiscal year 2021. Each of these proposals is more fully described in the proxy statement, and each is recommended by the Board of Directors. If any stockholder has any questions or comments specifically concerning any of the proposals, please ask them now. Right. There are no questions, so I now declare the polls closed at 8:05 a.m., Eastern time. And I've received a preliminary report from the inspector of election that Proposals 1, 3, 4 and 5 have been approved by the requisite vote of stockholders. Proposal 2 has not been approved by the requisite vote of stockholders. This concludes the formal matters to be acted upon at this time. I will now declare this meeting adjourned.

This concludes the meeting.