Good morning. Good morning, everybody. Thank you
for joining us today for AutoZone's fiscal 2013 stockholders meeting. It is a pleasure to welcome everyone here today. I'm Bill Rhodes, Chairman, President and CEO, Customer Satisfaction and a Director of AutoZone. Of course, it would not be an official AutoZone meeting if we didn't start it with the cheer and the pledge. I'd like to ask Susan Clark to come up and get us started the right way this morning.
We got the best merchandise at the right price. Yes, Susan was a cheerleader in a former life. And as an AutoZoner, she gets to continue that with that great skill set. Thank you very much, Susan. Wonderful.
Well, it's great to have you all here today. No meeting begins at AutoZone without the cheer and the pledge, but we also like to share extra mile stories. And extra mile stories are those stories of our AutoZoners who've gone above and beyond the call of duty. It happens all the time. And I'd like to see if Mike Womack would share an Extra Mile story with us this morning.
Mike? Absolutely. Thank you, Bill. Good morning, everyone. Good morning.
This Extra Mile story comes to us from Jamie Nunnery about the Mount Vernon, Illinois store. Jamie writes, I just want to say that my family got the best customer service experience tonight from a technician named Henry. I had a headlight out and he came out at almost 8 at night and changed it for us in a friendly efficient way. He was so nice and knowledgeable. We had gone to a competitor at first, which we soon realized was a mistake.
We will never do that again. I work in the customer service industry and have for 20 years. This is the service I provide and the service I expect. Thank you so much, Henry. I hope this gets to you.
Great.
You're seeing all kinds of skills today. That's our radio voice, Mike Womack. Thank you, Mike, for that great story. Now I'll call the meeting to order. First, I'd like to introduce the other members of our Board of Directors.
As I introduce you, please stand and audience, please hold your applause until the end. Doug Brooks, Mr. Brooks became a Director this past August. Doug is the retired Chairman, President and Chief Executive Officer of Brinker International. Linda Goodspeed.
Ms. Goodspeed was elected as the Director this past February. She currently serves as Senior Vice President and Chief Information Officer of ServiceMaster and is the Managing Director of Wealth Strategies Financial Advisors LLC. Sue Gove. Ms.
Gove has been a Director since 2005. She's the President and Chief Executive Officer of Goldsmith International Holdings. Butch Graves. Mr. Graves has been a Director since 2002 and he has served as our Lead Director since January of 2009.
He is the President and Chief Executive Officer of Black Enterprise, Publisher of Black Enterprise Magazine. Anderson Guimaraes. Mr. Guimaraes has been a Director since 2012. He is the Chief Executive Officer of PepsiCo Europe.
Pitt Hyde. Mr. Hyde is the Founder of AutoZone and has been a Director since 1986. He's the Chairman of the Board of GTX Inc. Brian Jordan.
Mr. Jordan was elected as the Director this past August. He is the Chairman of the Board, President and Chief Executive Officer of First Horizon National Corporation. Andy McKenna. Mr.
McKenna has been a Director since 2000. He is a retired Home Depot executive and is currently a private investor. George McConach. Mr. McConach has been a Director since June of 2006.
He is the Non Executive Chairman of Paperchase Limited Product of Paperchase Products Limited. Lou Nieto, Mr. Nieto has been a Director since September 2008. He is the President of the Nieto Advisory LLC, which provides advisory services to small consumer food companies. Please join me in recognizing these great directors.
Now I'd like to introduce our senior management team, the AutoZone Executive Committee. Again, please stand and please hold your applause until the end. In addition to the titles that I will announce today, each of these AutoZoners and every AutoZoner across the company has customer satisfaction at the end of their title to reinforce our focus and importance of the customer. Bill Giles, Executive Vice President, Chief Financial Officer, Information Technology and All Data Harry Goldsmith, Executive Vice President, General Counsel and Secretary Mark Finestone, Senior Vice President, Merchandising and Store Development Bill Graves, Senior Vice President, Supply Chain and International Ron Griffin, Senior Vice President, Chief Information Officer Tom Neuber, Senior Vice President, Store Operations and Loss Prevention Charlie Pleas, Senior Vice President, Controller Larry Rizzo, Senior Vice President, Commercial Al Saltiel, Senior Vice President, Marketing and Mike Womack, Senior Vice President, Human Resources. Please join me in thanking them for their great service.
Before I get started this morning, I'd like to ask Harry to stand back up. On January 4, Harry is going to be retiring us after 20 fabulous years of service to our great company. Harry has been a great counsel to everybody here at AutoZone. He's been a tremendous friend to us all. We will miss him dearly.
And Harry, we want to thank you for your 20 years of great passionate service to this organization. I'd also like to take this opportunity to recognize our newest Executive Committee member, Kristin Wright. Please stand, Kristin. Kristin was recently elected Senior Vice President, General Counsel and Secretary effective January 5. She has big shoes to fill, but Harry has prepared her well and we welcome you to the Executive Committee and look forward to all the many wonderful things you'll do.
Next, I'd like to introduce Mr. John Ruukko from Computershare, our transfer agent who will tally the votes for us today. John, thank you for being here. Harry Goldsmith will now report on the giving of notice of this meeting and the presence of a quorum.
A complete list of the holders of record of the company's common stock on October 21, 2013 are entitled to vote at this meeting. I've also received an affidavit from CompuShare stating that on October 28, 2013, the mailing of the notice of meeting the proxy and the postage prepaid return envelope to stockholders of record as of the close of business on October 21, 2013 was commenced. Tabulation of proxies received from stockholders indicates that more than a majority of the outstanding shares are represented at this meeting and a quorum is present.
Thank you, Harry. 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 Harry 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 the 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, Suey Gove, Earl G. Graves, Jr, Anderson Guermis, J. R.
Hyde III, D. Bryan Jordan, W. Andrew McKenna, George R. McCronek Jr, Louis P. Nieto and William C.
Rhodes III for election to the Board of Directors. Thank you. Is there a second?
Bill, I second the nomination.
We've been notified we have 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 and Young LLP as the registered public accounting firm of the company for the 2014 fiscal year. Ernst and Young has been selected by our audit committee as the company's independent registered public accounting firm. Ernst and 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 its predecessor other than as its auditors.
Glenn Mitchell is with us here representing Ernst and Young. Glenn, will you please stand to be recognized? Thank you very much. I'll now ask for a motion on this matter. Bill, I move that
the appointment by the committee or by the company's audit committee of Ernst and Young as the company's independent registered public accountants for the 2014 fiscal year be hereby ratified and approved.
Thank you. Is there a second? Bill, I second the motion.
Is there any discussion? The third order of business is a non binding vote on the approval of the compensation of our Principal Executive Officer, principal financial officer and the other 3 named executive officers. I'll now ask for a motion on this matter.
Bill, I move that the compensation paid to AutoZone's named executive officers as disclosed in the proxy statement be approved. Is there a second?
Bill, I second the motion.
The motion to approve the compensation paid to AutoZone's named executive officers as disclosed in the proxy statement has been made and seconded. Is there any discussion? If you're 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? While the ballots are being tallied, I'd like to open up the floor for questions. There being no questions, we will move to the tallied votes. Do we have the results of the votes?
Person or by proxy 29,385,830 shares of the company's stock representing 86% of the 34,000,000 shares deemed to be outstanding as of October 21, 2013. With respect to the election of 11 directors, a majority of the shares of common stock presidents of the meeting have voted in favor of the election of each of the 11 nominees. Secondly, with respect to the ratification of the appointment of Ernst and Young LLP as the company's independent registered accounting firm for the 2014 fiscal year, majority of the shares present at this meeting have been voted in favor of this resolution And thirdly, with respect to the stockholders' advisory vote, on executive compensation, a majority of the shares present at this meeting have been voted to approve the compensation paid to AutoZone's named executive officers as disclosed in the proxy statement. Based on this report, all 11 directors have been duly elected and the appointment of Ernst and Young for fiscal 2014 has been ratified. The advisory vote for the stockholders of executive compensation has been approved.
If there's
no further business, I'll call for a motion to adjourn.
Bill, I move for the meeting to be adjourned. Is there a second?
Bill, I second the motion.
The meeting is adjourned. I'd like to thank all of our stockholders for your continued confidence in our mission. And I'd like to thank all AutoZoners across the globe for their commitment to creating customers for life and living that important pledge. Now let's proceed to deliver another great year in