Hello, and welcome to the special meeting of stockholders of EBR Systems, Inc. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Allan Will. Allan, the floor is yours.
Good morning, ladies and gentlemen. My name is Allan Will, and as Executive Chairman of EBR Systems, Inc., I'm pleased to welcome you to the 2026 Special Meeting of Stockholders, which is being held as a virtual meeting provided by our security registrar, Computershare Investor Services. It is now 3:00 P.M. Wednesday, 11th of March, 2026, Pacific Daylight Time, which is 9:00 A.M. Thursday, 12th of March, 2026, Australian Eastern Daylight Time. I note that this is a properly constituted meeting and that a quorum is present. I therefore declare this special meeting of stockholders of EBR Systems open. I would like to first introduce our President and Chief Executive Officer, John McCutcheon.
Our other directors are online today as well. They are Karen Drexler, Dr. Bronwyn Evans, Trevor Moody, Dr. Chris Nave, and Dr. David Steinhaus. Also online today is Gary Doherty, our Chief Financial Officer. Based on our preliminary proxy voting results, proposal three is not applicable, and therefore we only have two proposals to consider today. I will now move on to the formal part of the meeting. The order of business today will follow the notice of special meeting and proxy statement, hereafter referred to as the notice of meeting, dated January 26th, 2026, and I propose we take the notice of meeting as read.
As required by the company's bylaws, a copy of the register of stockholders is available for viewing at EBR's place of business in Sunnyvale and at EBR's registered address in Melbourne, Australia. You are encouraged to make arrangement with Kobe Li, EBR's Australian Company Secretary, should you wish to view the register. Voting restrictions are set out in the notice of meeting. Where the Chair of the meeting has been nominated as a shareholder's proxy, all open and available proxies have been voted in favor of all items. Please note that only holders of common stock, common stock proxy holders, or authorized company representatives of holders of common stock may vote online at this meeting today. CDI holders will not be able to vote at today's meeting.
However, if you lodged a proxy form with the company, then your CDI votes will be represented by CHESS Depositary Nominees as the common stock shareholder. Voting today will be conducted by way of a poll, and I will shortly open voting for all proposals. Once voting is open, you are eligible to vote at this meeting. A polling icon will appear on your screen if you are eligible. Selecting this icon will open the list of proposals and present you with voting options. To cast your vote, simply click on the appropriate icon. Once you select an option, the vote is automatically recorded. You have the ability to change your vote at any time up until the time I declare voting closed.
I now declare voting open on all items of business. Voting on the poll for each motion will remain open until the end of the meeting. The results of the votes received at this meeting and the voting instructions received in advance of the meeting will be released on the Australian Securities Exchange and will be displayed on the company's website. That security holders can see the full picture of direct and proxy votes received in advance of the meeting, direct and proxy voting for each item will be displayed on the screen while we conduct the business of the meeting today.
I appoint Ashleigh Schultz from Computershare Investor Services as the independent returning officer. We shall now work through each of the proposals set out in the notice of meeting. Security holders may ask questions by clicking on the message icon, typing your question, and clicking Send. May I ask that you please keep your questions related to the resolutions only and as succinct as possible. For those security holders who have this option available to you and who have not already lodged your vote, please vote as each proposal is put to the meeting.
Proposal one. The first item of business is to approve amendments to the company's amended and restated Certificate of Incorporation to affect a reverse stock split of the company's common stock, also referred to as a share consolidation at a ratio ranging from any whole number between 1-for-5 and 1-for-20, as determined by the company's board of directors in its discretion, subject to the Board of Director’s' authority to abandon such amendment. Information in relation to this proposal may be found in the notice of meeting and on the company's website.
The board fully supports the approval of this proposal. Are there any questions or comments in relation to proposal one? Hearing no questions, I now formally put proposal two to the meeting in accordance with the notice of meeting.
Proposal two. This proposal relates to the ratification and approval of the issuance of securities by the company in May 2025 under an institutional placement. Details in relation to this proposal are set out in the notice of meeting. Are there any questions or comments in relation to this proposal? I now formally put proposal two to the meeting in accordance to the notice of meeting. This now concludes the formal part of the meeting. I will now proceed to close the meeting. I declare that voting by poll is now closed. On behalf of the directors and the staff of the company, I thank you for your attendance at this virtual meeting today. The results of the motions carried at this meeting and the voting instructions received in advance of the meeting will be released to the Australian Securities Exchange and will be accessible on the company's website.
Thank you again for your continued support of EBR Systems. I now formally declare this special meeting of stockholders is closed.
This concludes the meeting. You may now disconnect.