Good morning, and thank you for joining us today for AutoZone's Fiscal 2015 stockholders meeting. It's a pleasure to welcome everyone here today. I'm Bill Rhodes, Chairman, President, and CEO, Customer Satisfaction, and also a Director of AutoZone. Of course, it would not be an official AutoZone meeting unless we started with our cheer and pledge. I'd like to ask Waseem Wahabi to come up and get us started. Come on, Waseem.
A-U-T-O-Z-O-N-E.
Who's the best?
AutoZone.
Who's number one?
The customers. AutoZone always put customers first. We know our parts. Our stores are great. We've got the best merchandise at the right price.
Good job. Thank you, Waseem. Well, it's great to have you all here today. As you know, no meeting at AutoZone also starts unless we read an extra-miler story. Angela Butler, will you read us an extra-miler story?
Sure. This extra-miler story comes from WRB Diesel out of McDonough, Georgia. It reads, "To whom it may concern. Our OTR truck broke down on Sunday evening in Mount Airy, North Carolina. While in the process of trying to get to our driver, my mechanic had an accident in our service truck. We were able to get him moving with a radiator from the AutoZone in Mount Airy, North Carolina, with the help of John Vance. John and his coworkers went above and beyond to deliver parts on the side of the road to my mechanic. John was also able to point us in the right direction to find parts for our OTR truck. They were helpful, the next day presented other problems with the service truck.
My mechanic had to travel to Greensboro, North Carolina, to pick up the parts for the OTR truck, and on its return, the power steering pump went out. That's when we called Justin Tweed at the AutoZone in King, North Carolina. Justin and his coworkers were so quick to respond with parts and delivery that my mechanic was up and running in record time. We are in the diesel repair business and customer service is a rarity. We are very pleased with the customer service we receive on a daily basis here in McDonough, Georgia, from Cody, Gilbert, and Frank, but are especially pleased that we were able to get the same level of service from not one, but two AutoZone stores in the State of North Carolina.
We will continue to use your products as often as possible and push our customers in your direction due to the level of service that you have provided our company. Thanks again for all your assistance. Sincerely, Delana J. Morris, President, Scott Elliott, Vice President.
Thank you, Angela, for that great story. Now I'd like to officially call the meeting to order. First, I'd like to introduce the other members of our board of directors. As I call your name, please stand. Doug Brooks, Linda Goodspeed, Sue Gove, Butch Graves. Enderson Guimaraes was not able to be with us due to a previous commitment. Pitt Hyde, Brian Jordan, Andy McKenna, Lou Nieto, and George Mrkonic . Thank you all very much for your great service. Please join me in thanking them. Now I'd like to introduce our senior management team, the executive committee. Each of these AutoZoners, like every AutoZoner, has customer satisfaction in their titles. I'd first like to introduce our executive vice presidents, Mark Finestone, Bill Giles, Bill Graves, Tom Newbern. Thank you, guys.
I'd also like to recognize our senior vice presidents, Phil Daniele, Ron Griffin, Jim Griffith, Bill Hackney, Rodney Halsell, Charlie Pleas, Al Saltiel, Mike Womack, and Kristen Wright. Thank you all very much for your great service. Next, I'd like to introduce Mr. John Rukow from Computershare, our transfer agent, who will tally the votes for us. Thanks for being here, John. Kristen Wright will now report on the giving of the notice of this meeting and the presence of a quorum.
I'm presenting to the meeting a complete list of the holders of record of the company's common stock on October 19, 2015, who are entitled to vote at this meeting. I've also received an affidavit from Computershare stating that on October 26, 2015, the mailing of the notice of meeting, the proxy, and a postage prepaid return envelope to stockholders of record as of the close of business on October 19, 2015 was commenced. A tabulation of the proxies received from stockholders indicates that more than a majority of the outstanding shares are represented at this meeting and a quorum is present.
Great. Thanks, Kristen. Before we proceed to the first order of business, if proxies have not been filed or if there are any stockholders who will be voting in person who have not registered, please file your proxies or register with Kristen at this time. If you've not voted your proxy and would like to vote by ballot, please raise your hand and a ballot will be handed to you. In accordance with the notice of the meeting, the first order of business is the election of directors to serve until the next annual meeting of stockholders. I'll now ask for a nomination of the slate of directors as listed in the proxy statement and sent to all stockholders.
Bill, I nominate Douglas H. Brooks, Linda A. Goodspeed, Sue E. Gove, Earl G. Graves, Jr., Enderson Guimaraes, J.R. Hyde III, D. Bryan Jordan, W. Andrew McKenna, George R. Mrkonic, Jr., Luis P. Nieto, William C. Rhodes III, for election to the board of directors.
Great. Is there a second?
Bill, I second the nominations.
Great. We've not been notified of any other nominations. Therefore, I now declare the nominations closed. The second order of business is the ratification of the appointment of Ernst & Young LLP as the registered public accounting firm of the company for the 2016 fiscal year. Ernst & Young has been selected by our audit committee as the company's independent registered public accounting firm. Ernst & Young is an independent registered firm of certified public accountants, and they state that at no time have they had any material financial interest in or any connection with the company or its subsidiaries or predecessor other than as its auditors. Richard Wright is here with us today representing Ernst & Young. Will you please stand to be recognized, Richard? Thank you, and thanks for all your help. I'll now ask for a motion on this matter.
Bill, I move that the appointment by the company audit committee of Ernst & Young and Company Independents Registered Public Accounting for the 2016 fiscal year be hereby ratified and approved.
Is there a second?
Bill, I second the motion.
The motion to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm has been made and seconded. Is there any discussion? The third order of business is the approval of the amended and restated AutoZone, Inc. 2011 Equity Incentive Award Plan. I'll now ask for a motion on this matter.
Bill, I move for the approval of this plan.
Is there a second?
Bill, I second the motion.
The motion to approve the amended and restated AutoZone, Inc. 2011 Equity Incentive Award Plan has been made and seconded. Is there any discussion on this item? The fourth order of business is a non-binding advisory vote on executive compensation or say on pay. I'll now ask for a motion on this matter.
Bill, I move for the advisory resolution regarding say on pay to be approved.
Is there a second?
I second the motion, Bill.
The motion on the advisory vote on executive compensation say on pay has been made and seconded. Is there any discussion? The fifth and last order of business is a vote on the stockholder proposal regarding political disclosure and accountability. This proposal was presented for a vote by the Comptroller of the City of New York, acting as the custodian and a trustee of several New York City retirement funds. The proponent will have five minutes to present the proposal, and I will make a statement on behalf of the board following that presentation. Are you prepared?
Morning. My name is Jimmy Yan. I'm here to present the proposal. Apologize for being late. I was not checking the weather, the rain ruined my nice planned walk over and had to figure out downtown Memphis parking. Glad to be back again this year as here last year, especially glad to be here because this is my hometown, good to see you all again and congrats to Memphis football for making a bowl game. I kept following Memphis basketball, all of a sudden, football came out of nowhere. Representing New York City Comptroller Scott Stringer and also the trustees of the 5 New York City pension funds presenting this proposal to ensure full board oversight for full transparency of corporate expenditures on political activities.
The New York City Retirement Systems, this includes our teachers, firefighters, police officers, and all other sanitation workers, all their employees are very long-term and very diversified investors. We hold 65,800 shares of AutoZone and expect to continue to be a long-term holder for a very long time, as we are with everything. As long-term investors, we advocate practices we believe will protect our investments and promote long-term value. There's a couple things that we ask for the board review all expenditures from the corporate treasury that support political activities and that the board publicly report the company's political spending. The reason we're asking this is we're not opposed to political spending by companies. In fact, we think this is often a very good thing for you to influence policies that can help your business and your business opportunities. There are some risks.
Like with everything, there's always a risk side to things. We want to ensure that corporate assets on politics are aligned with the company's business strategy and that the board is able to confirm that, and that it can never be the case that these resources are deployed at the whim of an executive's political preferences. Political spending creates legal, regulatory, and reputational risk for any company. We advocate that the boards receive regular and complete information about corporate spending on politics. At AutoZone, the company's website describes the nominating committee receiving periodic updates.
We think it'll be optimal to or appropriate for shareholders to know how often this information is being received, whether the information is complete, and to understand all the categories of spending in the board reports, and to know what contributions are to 501(c)(4) social welfare organizations that may be used for political purposes. We think that transparency promotes accountability. We urge boards to publicly disclose all corporate assets being deployed on politics. Your website states that political contributions of all types are subject to extensive public disclosure requirements. That's not exactly true. Any AutoZone contribution to a Super PAC, for example, or a 501(c)(4), called a social welfare organization, can be made completely anonymously. Accordingly, we as shareholders have no way of knowing whether significant or de minimis corporate assets are being spent on politics unless you as a board tell us.
We urge the board to enhance the oversight and describe how often it receives information, what categories, and urge you to commit to disclosing these expenditures, including those categories that laws don't compel reporting at this time. I understand that management has been in a dialogue with my colleague in New York, talking out, so we hope that might lead to a successful resolution of this proposal. Thank you for your time.
Thank you, Mr. Yan. As the chair, I'll waive the requirement for a second to this motion. The board of directors of the company opposes the Comptroller's proposal and recommends that stockholders vote against it for the reasons set out in our proxy statement. The board carefully considered your proposal and concluded that it is not in the best interest of AutoZone or our stockholders. For this reason, the board recommends that stockholders vote against this proposal. Is there any further discussion on this proposal? Okay. If you are voting in person, please mark your ballot. The polls are now open. Please pass your ballots to the aisle for collection. Volunteers, will you please collect the ballots of anyone voting in person. Kristen, do we have the results?
Yes. There are present at this meeting, in person or by proxy, 26,740,935 shares of the company's common stock, representing 87.72% of the 30,485,243 shares deemed to be outstanding as of October 19th, 2015. Based upon this report, all 11 directors have been duly elected. The appointment of Ernst & Young LLP for fiscal year 2016 has been ratified, the 2016 amended and restated AutoZone, Inc. 2011 Equity Incentive Award Plan has been approved. The advisory vote of the stockholders on executive compensation has been approved, the stockholder proposal regarding political disclosure was not approved.
Okay, at this point, I'd like to open up the floor for any questions anyone has. If there's no further business, I'll call for a motion to adjourn the official portion of the meeting.
Bill, I move for the meeting to be adjourned.
Is there a second?
Bill, I second that motion.
Now let's proceed to deliver another great year in fiscal 2016. The meeting is officially adjourned, but before we go, Waseem, you want to come up here and close us out?