Good morning, and welcome to the Bowman Consulting Group Limited special meeting of stockholders. I now turn the call over to your host today, Elizabeth Abdoo, Chief Legal Officer and Corporate Secretary.
Good morning, everyone. Welcome to the special meeting of stockholders of Bowman Consulting Group Limited. My name is Elizabeth Abdoo. I am the Chief Legal Officer and Corporate Secretary of the company. It is my pleasure to welcome you here today and to introduce James Laurito, our Chair of the Board of Directors.
Thank you, Elizabeth, and welcome, everyone. It is now shortly after 9:30 A.M. Eastern Time on November 4th, 2026, and this meeting is officially called to order. The polls are now open for voting on all matters before this special meeting, and the polls will remain open until we finish presenting the proposals and I announce that the polls are closed. You do not need to vote during this special meeting if you have already voted and do not wish to change your vote. I would like to begin by introducing myself and the other members of our Board of Directors. I have served as a director of Bowman Consulting Group since March of 2021, and I became the Chair of the Board of Directors in May of 2025. It is my pleasure to be presiding over this special meeting.
With me is Gary Bowman, who has served as Chief Executive Officer of the company since its founding in 1995. The other members of the board who are in attendance are Virginia Grebbien, Patricia Mulroy, Stephen Riddick, and Raymond Vicks Jr.
On the web portal, you will find the agenda for the meeting and the rules of conduct for today's meeting. Please review these rules carefully. Only stockholders who are logged into the special meeting of stockholders using their 16-digit control number will be able to vote and submit questions. We will answer questions on the matters to be voted on special meeting of stockholders before the polls close, and questions may be submitted now in the designated field on the web portal. To allow us to answer as many questions as possible, please limit yourself to two questions and include your name and organization if applicable. Recording special meeting of stockholders is prohibited.
The Board of Directors fixed October 1st, 2026, as the Record Date for determining stockholders entitled to vote at this meeting. An affidavit has been delivered attesting to the fact that the special meeting of stockholders, proxy statement, and proxy card were mailed on or about October 5th, 2026, to all stockholders as of the Record Date. The affidavit will be incorporated into the minutes of this meeting. A complete list of stockholders of record as of the Record Date is available on your screen if you have logged into the meeting using your 16-digit control number. As of the Record Date, there were 16,591,912 shares of common stock issued and outstanding and entitled to vote at this meeting.
The company has appointed The Carideo Group to act as the inspector of election. Bob Johnson of Carideo Group is with us today, and he has signed a customary oath of office to execute his duties with strict impartiality. We will file this oath with the records of this special meeting of stockholders.
The inspector of election has informed me that a majority in voting power of the shares of common stock entitled to vote at the meeting is present virtually or represented by proxy. Accordingly, a quorum is present, and we may transact the business before us as stated on the agenda.
We have two proposals to present to you this morning. Both were outlined and discussed in the proxy statement. Proposal one is to adopt the agreement and plan of merger dated as of August 10, 2026, by and among Bowman Consulting Group Limited, Prive Parent Inc., a Delaware corporation, and Prive Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Prive Parent Inc. Approval of this proposal requires the affirmative vote of the holders of a majority of the outstanding shares of common stock entitled to vote in accordance with the General Corporation Law of the State of Delaware as of the close of business on the Record Date. The Board of Directors recommends that stockholders vote for this proposal. Proposal two is to adjourn the Special Meeting to a later date if it is necessary to solicit additional votes in order to adopt the merger agreement.
Approval of this proposal requires the vote of the holders of a majority of the shares of common stock present virtually or represented by proxy at the special meeting and entitled to vote on the matter. The Board of Directors recommends that stockholders vote for this proposal. We will now address questions submitted by stockholders on the matters to be voted on at this special meeting. If you have a question or comment regarding either proposal, please submit it now through the web portal. We may answer substantially similar questions together. There are no questions at this time. If you have a matter of individual concern, please contact investor relations at ir@bowman.com after the meeting.
Any stockholder who has not yet voted or wishes to change their vote 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 via telephone or internet and do not want to change their vote do not need to take any further action. We will pause for approximately 15 seconds before closing the voting polls. The time is now 9:37 A.M. Eastern Time, and I declare the polls for the special meeting of stockholders closed. The inspector of election will count the votes and provide his preliminary report to Ms. Abdoo.
Thank you, James. I have received the preliminary report of the inspector of election, which will be kept with the company's records of this special meeting. The preliminary voting report indicates that the proposal to adopt the merger agreement has been approved. In addition, the proposal to adjourn the special meeting has received sufficient votes to be approved. However, because the proposal to adopt the merger agreement has been approved, the adjournment proposal will not be acted upon. The final voting results will be reported in a current report on Form 8-K to be filed with the Securities and Exchange Commission within four business days after the special meeting, and it will be available on our website.
Thank you, Elizabeth. There being no further business to come before the meeting, the formal portion of the special meeting of stockholders of Bowman Consulting Group Limited. has concluded. We thank our stockholders for their support, and the meeting is now adjourned.
Thank you. As mentioned, the conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.