Welcome to the annual meeting for Amphastar Pharmaceuticals, Inc.. Our host for today's call is William Peters. I will now turn the call over to your host. William, you may begin.
Good morning, ladies and gentlemen. I am William Peters, Chief Financial Officer, Board Member, Executive Vice President of Finance, and Treasurer of Amphastar Pharmaceuticals, Inc. It's a pleasure to welcome you to Amphastar Pharmaceuticals' Virtual Annual Meeting of Stockholders. As provided in the company's bylaws, Dr. Mary Luo will act as chairperson of this meeting.
I've asked Jacob Liawatidewi, our Corporate Secretary, to act as secretary for this meeting and record the minutes. Before proceeding further, let me introduce the other directors and director nominees of the company who are with us today. Dr. Jack Zhang, Ph.D., Chief Executive Officer, President, and Chief Scientific Officer. Dr. Mary Luo, Ph.D., Chairperson of the Board, Chief Operating Officer, and Chief Scientist.
Richard Prins, Gayle Deflin, Diane Gerst, Howard Lee, Ph.D., Michael Zasloff, M.D., Ph.D., David Gaugh, RPh, Jacob Liawatidewi, Executive Vice President of Corporate Administration Center, Sales and Marketing, and President of Amphastar France Pharmaceuticals and Corporate Secretary.
I would also like to introduce the other Executive Officers who are with us in attendance. Rong Zhou, Senior Executive Vice President of Production, Executive Vice President of Scientific Affairs, and President of Amphastar Nanjing Pharmaceuticals, Inc. I would also like to introduce other members of the company's management team who are in attendance.
Tony Marrs, Executive VP of Regulatory Affairs and Clinical Operations and President of Armstrong Pharmaceuticals. Dan Dischner, Senior Vice President of Human Resources and Corporate Communications. Greg Rivera, Corporate Controller, VP of Accounting. Eva Wen, Senior Director of Systems Control. Jim Benson, Senior Director of Taxes. Amro Elatrozy, Senior Director of Financial Reporting.
Also in attendance today are Andrew Kaufman, representing Wilson Sonsini Goodrich & Rosati, P.C., our outside corporate counsel. Cheryl Moreno, representing Ernst & Young LLP,
Our independent public accounting firm. Christelle Polly, representing American Election Services, LLC, who is serving as the Inspector of Election. I will now turn the call over to Dan Dischner, who will conduct the formal portion of the meeting.
The annual meeting is being held for the following purposes. One, to elect three Class I directors to hold office for a three-year term and until the representative successors are duly elected and qualified.
Two, to ratify the appointment of Ernst & Young LLP as Amphastar's independent registered public accounting firm for our fiscal year ending December 31st, 2026. Three, to approve on an advisory basis the compensation of our named executive officers. Four, to approve on an advisory basis the frequency of future stockholder advisory votes on our named executive officer compensation.
As indicated in the proxy statement, our board of directors has recommended that our stockholders vote for each of the nominees for director. Four, the ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm.
Four, approval on an advisory basis of the compensation of the company's named executive officers every one year for the frequency on an advisory basis for the future stockholders' advisory votes on the compensation of the company's named executive officers. I want to remind you as attendees at this meeting is by invitation only.
If there is anyone here who is not a stockholder of the company, a designated proxy of a stockholder of the company, or expressly invited by this company to attend this meeting, please kindly leave the webcast. Thank you. The annual meeting is being held in accordance with Amphastar bylaws and Delaware law.
During the formal meeting, we will address the matters described in Amphastar's proxy statement as filed with the SEC on April 13th, 2026. After the voting, we will announce the preliminary results of the meeting, then the formal meeting will be adjourned.
After we complete the formal meeting, there will be an opportunity for stockholders to ask questions. I have proof by affidavit that notice of this meeting has been duly given and that notice of the internet availability of the proxy materials was mailed on or about April 14th, 2026, to all stockholders of record at the close of business on April 6th, 2026.
For the record date of the meeting, the affidavit together with the copies of the notice of the internet availability of proxy materials, the proxy statement, and the proxy will be filed with the minutes of the meeting. We have appointed Christelle Polly as representative of American Election Services to act as the Inspector of Election for this annual meeting. The Inspector of Election has signed an oath to office, which will be filed with the minutes of the meeting.
The Inspector of Election has advised me that we have present virtually or by proxy a sufficient number of shares to constitute a quorum. The meeting is duly constituted, and we will proceed with business. As you have already submitted a proxy or voted in the manner outlined in the proxy statement, we have already received your vote, and there is no need to vote at this meeting. Your vote will be counted.
Stockholders who have not submitted proxies and stockholders who want to change their vote, please follow the instructions provided online. Each holder of common stock is entitled to one vote for each share of common stock held of record at the close of business on the record date. The votes cast today will be counted in the final tally along with the proxies previously received.
After voting has completed on all matters of the agenda, we will close the polls and the inspector of election will provide their preliminary results of the report. We will announce the preliminary results of the voting at the end of the meeting. It is now 11:36 A.M. on June 1st, 2026, and the polls for each matter to be voted on at this meeting are now open.
The first item for business is the election of directors. Stockholders do not have the right to accumulate their votes in the election of directors. Our board of directors has 10 members and is divided into three classes, each with three-year term. There are three directors in class one, four directors in class two, and three directors in class three. As indicated in our proxy statement, David Gaugh, William J.
Peters, and Jacob Liawatidewi are nominated by the board of directors to serve as Class I directors until the annual meeting of stockholders in 2029. Mr. Gaugh, Mr. Peters, and Mr. Liawatidewi are currently serving as members of our board of directors.
The board of directors recommends that stockholders vote in favor of these nominees, and the proxies solicited by the board will be voted in favor of these nominees. The second item of business is to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31st, 2026.
If the stockholders do not ratify the election of Ernst & Young LLP as independent auditors, the board may reconsider the appointment. The board of directors recommends that stockholders vote in favor of this proposal, and the proxies solicited by the board will be vote in favor of this proposal.
Cheryl Moreno is present virtually from Ernst & Young LLP and is available to answer any appropriate questions that you may have. The third item of business is the advisory note on, or advisory vote on the compensation of our named executive officers.
Although this vote is non-binding, the board will consider the outcome when making future compensation decisions for our executive officers. The board of directors recommends that stockholders vote in favor of this proposal, and the proxies solicited by the board will be voted in favor of this proposal.
The fourth item of business is the approval on an advisory basis of the frequency of future stockholders' advisory votes on our named executive officer compensation. The board of directors recommends a vote to indicate a preference that future stockholders' advisory votes on the compensation of the company's named executive officers occur every one year.
If you are voting today, you must submit your votes online at this time in order for them to be counted by the inspector of election. The inspector of election will not accept votes or any changes or revocations submitted after the closing of the polls. It is now 11:39, and the online polls for each matter to be voted on at this meeting are now closed. No additional ballots, proxies, or votes, and no changes or revocations will be accepted.
At this time, we will provide a preliminary report of the voting results. Regarding proposal number one, the election of directors, David Gaugh, William J. Peters, and Jacob Liawatidewi have been elected to the board of directors to serve as Class I directors. Regarding proposal number two, the ratification of Ernst & Young LLP to serve as independent auditor has been approved.
Regarding proposal number three, the advisory vote on the compensation of the named executive officers has been approved. Regarding proposal number four, the advisory vote to indicate a preference that future stockholders' advisory votes on the compensation of the company's named executive officers occur every one year.
These are the preliminary results of voting. The final count may vary following the final examination of the proxies and ballots. 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 election and will be included in the minutes of the meeting.
The final results will also be reported on in Form 8-K to be filed with the SEC within four days of this meeting. The annual meeting of stockholders is now adjourned. Thank you for your attendance. We will now proceed with the question and answer period.
We will now entertain questions concerning matters of any of the stockholders submitted via the web portal. In the interest of time, it is appropriate that we limit questions to only those stockholders of record and have a right to vote at today's meeting.
I would like to note that during the course of this question and answer period, representatives of the company may make forward-looking statements regarding future events or the future financial performance of the company, which involve risks and uncertainties. Such statements are only predictions, and actual events or results could differ materially from the predictions due to a number of risks and uncertainties, some of which are outside the company's control.
I refer you to the documents we file from time to time with the Securities and Exchange Commission, specifically our most recent annual report on Form 10-K that was filed on February 26th, 2026, and our most recent quarterly report on Form 10-Q that was filed on May 7th, 2026.
These documents contain and identify important factors that could cause actual results to differ materially from those continued in our projections and forward-looking statements. We disclaim any obligations to update or revise these forward-looking statements. There are no questions today from our stockholders.
I want to thank all of you for attending today's meeting and for the interest you have shown in the affairs of Amphastar Pharmaceuticals. We very much appreciate your attendance, and as always, thank you for your support.
This call has concluded. You may now disconnect.