AGM 2020

Apr 28, 2020

Welcome to the twenty twenty Annual Meeting of Stockholders for Ally Financial. Our host for today's call is Fritz Howe, Chairman of the Board. At this time, all participants will be in listen only mode. I will now turn the call over to your host, Mr. Hobbs. You may begin. Good morning, ladies and gentlemen. My name is Fritz Hobbs. I am Chairman of the Board of Ally Financial Inc and will be chairing today's meeting. On behalf of the Board of Directors and Management, I am pleased to welcome you to Ally's twenty twenty Annual Meeting of Shareholders Stockholders. Mr. Stengel, our General Counsel, is appointed as secretary for the meeting and will now review the formalities. Thank you, Mr. Chairman. You will find the agenda, the rules of conduct and other disclosures for this meeting posted on the web portal. We welcome questions from our stockholders. Please note in the agenda the time has been set aside for those after the formal business of the meeting has concluded. Representatives of our independent auditor, Deloitte and Touche, are present and will be available to answer questions then as well. They have confirmed for us that at this time, they have no separate statement to make. The Corporate Secretary has delivered affidavits of distribution signed by Broadridge Financial Solutions and Media Communications, establishing that notice of this meeting was duly given and certified lists of Ally stockholders of record to close the business on 03/04/2020, the record date for this meeting. The certified list shows that record holders of 374,393,689 shares of common stock are entitled to vote at this meeting. Of this number, at least 328,779,870 shares or approximately 88% of the shares entitled to vote are present in person or represented by proxy. Therefore, mister chairman, we have a quorum and may proceed. So, mister chairman, I think on that basis, we can call the meeting to order. On this basis, the meeting is now called to order. I appoint Jeffrey A. Belisle from Ally and Charles Zaid, a representative of Broadridge Financial Solutions, as inspectors to collect the votes and certify the results. I ask Mr. Stengel to review the proposals that are being presented to our stockholders. All of the proposals for this meeting were set forth in our proxy statement. The first proposal is the election of directors. Ally's Board has nominated the following candidates as named in the proxy statement for election as directors: Kenneth J. Bacon, Kathryn Shinnaman Blake, Maureen A. Breakiron Evans, Jeffrey J. Brown, William H. Carey, Narees C. Clark, Kim S. Finnebrevesque, Franklin W. Hobbs, Marjorie Magner, Brian H. Sharples, John J. Stack, Michael F. Stodd. The second proposal is an advisory resolution approving the compensation paid to Ally's named executive officers. And the third proposal is the ratification of the Audit Committee's engagement of Deloitte and Touche as Ally's independent registered public accounting firm for 2020. The polls are now open. Stockholders who voted in advance of the meeting need not take any further action Stockholders who are eligible to vote at the meeting have a voting button available to them on the web portal. If any eligible stockholder wishes to vote now, you may do so by clicking that voting button and following the instructions there. Once again, if you voted in advance of the meeting, no further action is required at this time for that vote to be counted. Mr. Chairman, I believe you can now proceed. Thank you. The polls are now closed. Mr. Stengel, do you have the results from the inspectors? Yes. Each director nominee has received a majority of the votes cast for that nominee and is elected to the Board for a term ending at the twenty twenty one Annual Meeting of Stockholders. Each of the other two proposals has received votes in the affirmative from a majority of the outstanding shares present in person or represented by proxy and entitled to vote on the proposal and therefore is approved. We have now completed all the formal business to be conducted at the meeting today. Accordingly, I am declaring the meeting adjourned. I will now ask Jeffrey Brown, Ally's Chief Executive Officer, to share some remarks. Thank you, Mr. Hobbs. Good morning, everyone, and thank you for joining. I'm Jeff Brown, Chief Executive Officer of Ally Financial. This marks our seventh Annual Shareholder Meeting as a publicly traded company and our first virtual meeting as we respond to the shelter in place orders across the nation. I'm grateful for the opportunity to speak with you today. I'd like to begin by recognizing the brave healthcare professionals, first responders, public servants, grocery store workers, and others who are on the front line fighting the COVID-nineteen pandemic and helping to ensure the health and well-being of our communities. Thank you for everything that you're doing. We are truly in unprecedented times, and our thoughts are with everyone who has been impacted by this virus. Times like these serve as reminders of what is truly important, the health and well-being of our family, friends, and colleagues and the ability to come together as a community to support one another and help those that are in most need. In that spirit, rather than reviewing our prior year financial and operational highlights as we've done in the past, I'd like to use this opportunity to discuss what we are doing to support our employees, customers and communities as well as how we are positioned to navigate this uncertain and rapidly evolving environment. Our number one priority remains the well-being of our people. As this public health crisis unfolded, we quickly mobilized to ensure the safety of our employees. Through the swift and efficient work of our cross functional crisis response team and with complete sponsorship from executive leadership and the Board, we enabled 99% of our employees with work from home capabilities in a matter of days. We quickly expanded our benefits in late March with an emphasis on health and family care, including support such as a $1,200 financial assistance payment for employees who make under $100,000 expanded supplemental child care benefits, full coverage for virtual doctor visits, free diagnostic testing and immediate paid medical leave for those diagnosed with the virus and the creation of an employee hardship program through the newly created Ally Foundation. With confidence that our employees were safe and positioned to succeed, we then focused on supporting our customers. During times when uncertainty pervades so many aspects of our lives, our strategic priorities were clear: help our customers weather the storm and serve as a source of strength. We were proud to lead the industry in rolling out comprehensive relief for customers across our various businesses, bringing increased financial flexibility and added security during these difficult times. As one of the largest auto finance providers in the country and with the financial wherewithal that comes with being a well capitalized and regulated deposit funded bank, we are in a unique position to reduce the stress of our auto customers. The vehicle payment is often the second largest monthly obligation behind housing expenses, and we've seen around 1,200,000 customers participate in our offer to defer auto payments. The tremendous feedback we've received reinforces that our customers recognize we are doing right by them, and we believe this will ultimately strengthen customer relationships and mitigate losses down the line. For our more than 18,000 dealer relationships across the country, we've provided individualized solutions to support these small businesses that are often so critical to their respective communities. Beyond the flexibility provided by floorplan interest deferrals, curtailment waivers and increases in floor plan advance rates, we also launched an SBA offering under the Paycheck Protection Program. Away from our auto business, we've offered mortgage customers the ability to defer payments for up to one hundred and twenty days, waived various fees on checking and savings accounts and offered relief to our Ally Lending customers. For our communities, we've taken significant actions to demonstrate our commitment to bringing about social impact where we live and work with an integral component of our strong culture. We've jumped at the opportunity to increase our giving, pledging $3,000,000 in financial aid to various deserving charities focused on housing, health, education, food and economic development. Collectively, these efforts are the embodiment of our brand promise to do it right, and we're energized by the overwhelmingly positive responses we've received from customers, teammates and other stakeholders. Our ability to serve as a source of strength is rooted in the resiliency of our financial and operational profile. We entered the current environment with a strong balance sheet, and we are vigilantly managing our risk profile. Our funding position is anchored by our industry leading $122,000,000,000 deposit franchise. We have proactively bolstered our capital and liquidity positions by suspending share repurchases through the end of the second quarter and issuing $750,000,000 of unsecured debt in early April. Like many other businesses, the shifting backdrop has resulted in near term earnings headwinds, but I remain confident in the long term strategy and earnings power of our company. Despite the significant disruption across our economy, we remain fully operational and open for business. We've grown our auto and deposit offerings into dominant and adaptable franchises. Collectively, they served as a solid foundation around which we've entered new business lines while enhancing our existing business offerings. Our operational accomplishments and enviable business position are a direct reflection of our culture. We embrace a customer centric philosophy focused on innovation and adaptability underpinned by a constant desire to be better. And this is what motivates us as we continue to serve our more than 8,000,000 customers across all of our business lines. The path to success rarely follows a straight line, and the challenges we face today may temporarily impede the substantial progress we've made, but they do not alter where we are going or how we plan to get there. Over the past several years, the strong foundation we've built has allowed our company to thrive during economic expansion and positions us now to be a source of strength for all of our constituents during this difficult time and when we begin to recover. Times of crisis like we're facing today can often define the quality of a company. We have no playbook for these events. Rather, we are guiding and grounded in our view that we must do it right for our customers and for each other. This time, more than ever, demonstrates the importance of strong values and a relentless focus to win. Before wrapping up, I'd like to acknowledge my incredible management team and all of the associates who have worked tirelessly and with tremendous poise in the face of a very challenging environment. I'd also like to thank the Board of Directors for their continued guidance. This is a strong Board that is deeply passionate about our company. I am grateful for their unwavering support as we drive Ally into its next chapter. Lastly, I'd like to thank our valued stockholders for their support of Ally. It's a privilege to be the CEO of this great company. This is certainly not the environment we wish to start 2020, but know this Board and management team will be relentless in the pursuit of building a great company financially, operationally and with great character too. In closing, thank you for joining our Annual Shareholder Meeting today and for your interest in Ally. We hope you and your family stay healthy and safe. Thank you. JB, thank you for those remarks. We have a limited amount of time for questions from stockholders before the Board convenes its meeting, and I've designated JB to preside during this time. Jeffrey? Thank you, Mr. Chairman. I'll ask Daniel Eller, Ally's Executive Director of Investor Relations, to collect any questions. Yes. Thank you, JB. And I'll remind participants that questions may be submitted through the web portal or by sending an email to investor investor. Relationsally dot com. Our first question is in relation to the audit firm independence and asks if, board or management could describe the lead audit partner rotation process. Great. Well, thank you very much for your question and, for your ongoing support of of Ally. We have a great relationship, a long term relationship with Deloitte and Touche. We have begun, the transition of our lead partner, actually have have recently announced that transition. It will take place. Our current partner will remain in the chair and will be shadowed, over the course of almost the next year. And upon the filing of the 2030 ks, which is expected sometime in 2021, we will formally, announce our new partner at that time. But we remain in in great dialogue and standing with our auto partners at at Deloitte. Thanks, JV. Our next question is in relation to, Allied equity and ownership concentrations and asks that is there around growing ownership concentrations, a positive or negative view by the board, in terms of a development in relation to long term corporate planning? Or and are there any conflicts of interest as there are increased concentrations by certain shareholders. Yeah. Well, again, thank you for your question. Thank you for your support of of Ally. I'd say, you know, the board is obviously very mindful of Federal Reserve guidelines around ownership requirements, particularly around, you know, 10% holdings and below. I think in the case of the question, some of the names that that were submitted, BlackRock and Vanguard with their higher ownership position at kinda in that 8% to 10% range. I think we would look at that, as as as a vote of confidence in some regards. Obviously, these are very sophisticated investors, And so I don't think the Board would view that at all as a negative development and actually one that would be positive. I think with respect to all of our shareholders, we seek to maintain a very positive and open relationship and engage in very frequent dialogue there. So with respect to the two names that were submitted, I I think that, you know, the board remains very supportive of having these names in size, in in the company's ownership. Great. And that is all the questions that we have at this time. Seeing no further questions to the inbox or the portal, that will conclude today's meeting. We appreciate everyone joining and for supporting Ally. Thank you.