Amerant Bancorp Inc. (AMTB)
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AGM 2020

Jun 3, 2020

Operator

Hello, and welcome to the annual meeting of shareholders of Amerant Bancorp Incorporated. Please note that today's meeting is being recorded. During the meeting, we'll have a question- and- answer session. You can submit questions or comments at any time by clicking on the message icon. It is now my pleasure to turn the meeting over to Frederick Copeland, Chairman of Amerant Bancorp Inc. Mr. Copeland, the floor is yours.

Frederick Copeland
Chairman, Amerant Bancorp Incorporated

Thank you very much. Good morning. I'm Frederick Copeland, and as Chairman Board of Directors, i'm pleased to welcome you to the 2020 annual meeting of shareholders of Amerant Bancorp Inc the company. On this occasion, as the country and the world continues to deal with the consequences of COVID-19 pandemic, we are holding the meeting in a virtual format only. Before we officially start the meeting, I want to say that our thoughts are with the individuals, families, and communities impacted by COVID-19 and express our gratitude to healthcare workers on the front lines and all essential workers who keep the country running. I would also like to highlight the extraordinary effort shown by our company and its employees over these difficult days and months in coming together and supporting each other, as well as our customers in the communities we serve.

It is now a little after 8:00 A.M, and I call the meeting to order. Ivan Trujillo, our Chief Legal Officer and Corporate Secretary, will act as Secretary of the meeting. I would like to take this opportunity to introduce the other members Board of Directors here with us today. Our Vice Chairman and Chief Executive Officer, Millar Wilson. Directors Miguel Angel Capriles, Rosa Costantino, Pamella Dana, Gustavo Marturet, Gerald Plush, John Quill, Jose Antonio Villamil, Guillermo Villar, and Gustavo Vollmer. I would also like to introduce our President and Chief Operating Officer, Alfonso Figueredo, our Chief Business Officer, Miguel Palacios, our Chief Risk Officer, Alberto Capriles, and our Chief Financial Officer, Carlos Iafigliola, Manolo Cuervo, our Chief Human Resources Officer, and Carmen Gonzalez, our BSA Officer, and Julio Pena from our legal department.

Also present today and representing PricewaterhouseCoopers, our independent registered public accounting firm for the year ending December 31, 2019, are Kevin Young and Sharymar Calderón. Also present today representing RSM US LLP, our independent registered public accounting firm for the year ending December 31, 2020, are John Sproule, Carlos Bravo, and Jeff Hallett. Jeanette Roca of Computershare Trust Company, N.A., the company's transfer agent, is also present today and has been appointed to serve as Inspector of Election. The company has been provided with an affidavit by Computershare certifying that notice of today's meeting was mailed to shareholders on April 24th, 2020. A list of shareholders of record as of April 9th, 2020, and entitled to vote at this meeting, has been open for inspection for 10 days prior to this meeting and is available for inspection by shareholders during this meeting.

The Inspector of Election has reported that there are 28,879,575 outstanding shares of the company's Class A common stock and 13,286,137 outstanding shares of the company's Class B common stock outstanding as of April 9th, 2020. For this meeting, 20,856,237 Class A shares, or approximately 72.2% of the total number of Class A shares outstanding as of the record date, and 8,145,759 Class B shares, approximately 61.3% of Class B shares outstanding as of the record date, are represented at today's meeting in person or by proxy.

The company's Class A common stock shareholders are entitled to one vote on each matter to be voted on at the meeting. The company's Class B common stock shareholders are entitled to 1-10th of a vote only on Proposal 2 to ratify the appointment of RSM US LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2020. The total votes of the shares of Class A common stock represented at today's meeting, in person or by proxy, constitutes a quorum with respect to Proposal 1. The total votes of the shares of Class A common stock and the shares of Class B common stock represented at today's meeting in person or by proxy constitutes a quorum with respect to Proposal 2. An agenda for today's meeting is available in a link in the virtual meeting center site.

It is our intention to conduct this meeting in accordance with that agenda. Shareholders may submit questions or comments by clicking on the message icon located slightly right of center at the top of the screen of the virtual meeting center site. We intend to answer pertinent questions submitted during the meeting following our official business today as time permits. Our first item of business is the election of directors. As described in the proxy statement, the following 11 nominees are standing for re-election to the Board: Frederick Copeland, Millar Wilson, Miguel Capriles, Rosa Costantino, Pamella Dana, Gustavo Marturet, Gerald Plush, John Quill, Jose Antonio Villamil, Guillermo Villar, and Gustavo Vollmer. Information with respect to the 11 nominees is set forth in the proxy statement.

Our second item of business is the ratification of RSM US LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020. Management's statement in support of this proposal is also set forth in the proxy statement. If you have already voted by proxy, including Internet, by telephone, or by mail, you do not need to take any further action to vote your share unless you wish to change your vote. If you are a registered shareholder and are logged into the virtual meeting as a shareholder and wish to revoke your proxy and vote your shares electronically during the virtual meeting, or if you have not voted, you may do so by clicking on the Cast your vote link on the meeting center site.

If you are a beneficial owner of shares, you obtained a legal proxy from the record holder of your share, giving you the right to vote such shares and obtained a control number from the Computershare enabling you to register as a shareholder to attend the meeting and wish to vote your shares electronically, you may do so by clicking on the Cast your vote link on the meeting center site. Please proceed to vote if you wish to do so at this time. We will now pause briefly. The time is 8:10 A.M., and the polls are closed. I will now report the preliminary results of voting. The Inspector of Election has reported that each of the nominees for director named in the proxy statement received the affirmative vote of a plurality of votes cast by the company's Class A shareholders and has therefore been duly elected.

That the shareholders have ratified by the affirmative vote of a majority of votes cast by the company's shareholders the appointment of RSM US LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2020. All business having been concluded, I declare the formal portion of the meeting adjourned. I'd like to turn it over to Mr. Wilson to provide a few brief remarks. Afterward, we will proceed to answer any questions submitted by the shareholders through the meeting center site. Turning it over to Millar.

Millar Wilson
Vice Chairman and CEO, Amerant Bancorp Incorporated

Thank you, Rick. I'd like to take this opportunity to recognize the team members of the bank who have worked so hard during this pandemic situation. I especially want to recognize the team members in the branches who have been working diligently all this time physically in the branches. They have made a great effort and have enabled our customers to receive the service and attention that they have become accustomed to at Amerant. I also would like to recognize other members of the team who, though silent and not recognized in the back office, for example, the team members in technology who helped and worked so diligently to ensure that all of our staff members who began to work remotely were able to connect and to carry out their work without any hitches. I'm incredibly grateful to the staff of the bank during this crisis that we're going through.

It is interesting to note that today is actually the first day where we are bringing staff back to the bank from their work remote. We have asked that the first 20% of our staff begin to start returning to the office. I think this is a great day in the progress over this pandemic. With that, I thank you for the opportunity to speak, Frederick, and I hand it back to you.

Frederick Copeland
Chairman, Amerant Bancorp Incorporated

Thank you, Millar. I think what you've said is reflected and has been reflected a number of times Board of Directors to you personally and to many of your senior staff members. At this time, the company and PwC and RSM will answer pertinent questions submitted during the meeting. Were there any questions submitted?

Speaker 4

No. No questions have been submitted.

Frederick Copeland
Chairman, Amerant Bancorp Incorporated

There being no questions, we thank all of you for attending and for your continued support of the company. The meeting is closed.

Operator

This concludes the meeting. You may now disconnect.