Aspen Aerogels, Inc. (ASPN)
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AGM 2020

Jun 18, 2020

Operator

Ladies and gentlemen, thank you for standing by and welcome to the Aspen Aerogels annual meeting. I would now like to hand the conference over to one of your speakers today, Mr. Bill Noglows. Sir, please go ahead.

William Noglows
Chairman of the Board, Aspen Aerogels

Good morning. Welcome to Aspen Aerogels' 2020 Annual Meeting of Stockholders. I'm Bill Noglows, Chairman of Aspen Aerogels Board of Directors, and it is my pleasure to welcome all of you. I hope you and your families are doing well in these challenging times. In accordance with the notice of the meeting, it is now 9:00 A.M. Eastern Standard Time on June 18, 2020, and I call to order Aspen Aerogels' 2020 Annual Meeting of Stockholders. This meeting is being held virtually via live audio webcast, and a link to a recording of the webcast will be available on our website shortly after the meeting. We're excited to be hosting our virtual meeting via the web portal, which allows us to be more inclusive and reach a greater number of our stockholders. Please adhere to the rules for conduct posted on the virtual portal in asking questions during the meeting.

Before proceeding to the business of the meeting, I would like to introduce some of the people who are attending the virtual meeting. I would like to start with our Board of Directors: Becky Blaylock, Bob Gervis, Steve Mitchell, Mark Noetzel, Dick Riley, and Don Young. After joining us today, also joining us today are the company's Vice President, Chief Financial Officer, and Treasurer, John Fairbanks, and Secretary and Legal Counsel, Sahir Surmeli. Representatives are our auditors, KPMG, and Poongunran Muthukumaran , the company's in-house counsel. Mr. Surmeli will serve as Secretary of the meeting and record the proceedings. Terry Hassett, representing Broadridge Investor Communication Solutions, is also on the line serving as Inspector of Elections for the meeting. After the formal meeting has been adjourned, we will provide time for general questions from validated stockholders. Please note that this meeting is being recorded.

The polls for each matter are currently open for voting on the web portal and remain open until we announce the polls are closed, which will occur after we have read the description of all the proposals to be voted at this meeting or such earlier time as may be announced. This meeting is held pursuant to a notice mailed on or about April 24, 2020, to each stockholder of record at the close of business on April 20, 2020. Broadridge Investor Communication Solutions has delivered an affidavit as to the mailing and distribution of the notice of the meeting, which states that commencing on April 24, 2020, notice of the meeting together with related proxy materials and notice of internet availability of the proxy materials were mailed to all stockholders of record as of the close of business on April 20, 2020.

This affidavit will be filed with the minutes of this meeting. The count of shares present immediately prior to the commencement of the meeting indicated that 22,616,767 shares of Aspen Aerogels Common Stock outstanding and entitled to vote at this meeting were present in person or by proxy. This is 85.04% of the outstanding shares of Aspen Aerogels Common Stock entitled to vote at this meeting. I hereby declare that we have a quorum present at the meeting. On behalf of our Board of Directors of the company, I would like to express my appreciation to all stockholders who returned their proxies. I will now turn to the four items of business for the meeting. The first matter to be acted upon by the stockholders is the election of three directors: Stephen R. Mitchell, Richard F. Riley, and Donald R. Young.

Each of whom has been duly nominated to serve until the Annual Meeting of Stockholders to be held in 2023 and until their respective successors are elected and qualified. Aspen Aerogels has not received timely notice of any other nominations for Director as required under the bylaws. Therefore, I declare the nominations closed. The second matter being submitted to stockholders for action is the ratification of the appointment by the Audit Committee of KPMG LLP, as Aspen Aerogels' independent registered public accounting firm for the fiscal year ending December 31, 2020. The third matter being submitted to stockholders is to approve on an advisory basis the compensation of the named executive officers as described in our proxy statement for this meeting.

The fourth matter being submitted to stockholders is to vote on an advisory basis on the frequency of holding an advisory vote on the compensation of the named executive officers, with the options being holding such vote every year, every two years, or every three years. Sir, are there any questions pertaining to the proposals?

Sahir Surmeli
Secretary and Legal Counsel, Aspen Aerogels

Mr. Chairman, at this time, there are no questions relating to the proposals that are appropriate for presentation under the rules of conduct.

William Noglows
Chairman of the Board, Aspen Aerogels

Thank you, Sahir. Any stockholders who haven't yet voted or wish to change their vote on any of the four proposals may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted the proxy via telephone or internet and do not want to change their vote do not need to take any further action. Now that everyone has had the opportunity to vote, I now declare the polls for the Aspen Aerogels 2020 annual stockholder meeting closed. Sahir, will you please report the results of the voting?

Sahir Surmeli
Secretary and Legal Counsel, Aspen Aerogels

Yes. Thank you, Mr. Chairman. We've completed a preliminary count of the votes, and more than a plurality of the votes cast have been voted for the election of the three nominees for director named in the proxy statement for the terms expiring on the date of the Annual Meeting of the Stockholders to be held in 2023. Also, based on the preliminary count, the stockholders have ratified the appointment of KPMG LLP, as Aspen Aerogels independent registered public accounting Firm for the fiscal year ending December 31, 2020. Stockholders have approved on an advisory basis the compensation of the named executive officers as disclosed in our proxy statement, and stockholders have voted in favor of holding a vote on the compensation of our named executive officers every year. We will file the final vote results with the SEC in a current report on Form 8-K within four business days.

William Noglows
Chairman of the Board, Aspen Aerogels

Thank you, Sahir. With those results, I hereby declare that the nominees for director have been duly elected, that the appointment of KPMG LLP, as Aspen Aerogels' independent registered public accounting firm for the fiscal year ending December 31, 2020, has been duly ratified, that the compensation of the named executive officers is approved on an advisory basis, and that the frequency of holding an advisory vote on executive compensation every year is approved on an advisory basis. After the final tabulation of the votes has been completed, it will be placed with the minutes of this meeting. If there was no other business, this concludes the formal portion of our meeting. I would again like to express my appreciation to the stockholders who attended this virtual meeting as well as those who submitted their proxies. The meeting is now formally adjourned. Thank you, everyone.

We have now come to the part of the agenda providing for general questions and discussion. We will take stockholders' questions that are being entered today on the annual meeting web portal. Please note that we will endeavor to answer as many appropriate questions from stockholders regarding the company as we reasonably can and as time allows, but only questions that are germane to the meeting will be addressed. As a courtesy to others, we will restrict questions to no more than two per stockholder. Sahir, are there any questions?

Sahir Surmeli
Secretary and Legal Counsel, Aspen Aerogels

Mr. Chairman, at this time, there are no questions that are appropriate for presentation under the rules of conduct.

William Noglows
Chairman of the Board, Aspen Aerogels

Thank you, Sahir. Then the meeting is now closed. Thank you, everyone.

Operator

Ladies and gentlemen, thank you for participating. This does conclude the program, and you may all disconnect.

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