Morning and welcome to the Emergent BioSolutions 2026 Annual Meeting of Stockholders. I would now like to introduce the first speaker, the Chairman of the Board of Emergent BioSolutions, Dr. Zsolt Harsanyi, who is also the Chair of this meeting. You may begin.
Well, thank you, and good morning, ladies and gentlemen. Welcome to the 2026 Annual Meeting of Stockholders of Emergent BioSolutions. The meeting is now called to order. I'm joined here by Joe Papa, our President, CEO, and a Director. Richard Lindahl, who is our Executive Vice President and Chief Financial Officer. Jessica Perl, our Senior Vice President, General Counsel, and Corporate Secretary. Ms. Perl will serve as the secretary of this meeting. Finally, Brett Rembold, Representative of Ernst & Young, our independent registered public accounting firm. In 2025, we significantly progressed our multi-year plan to turn around and transform Emergent. I am pleased with the team's efforts to strengthen the company's financial position through a lean and efficient business model, strong operating results, margin improvements, and debt reduction.
As the company continues its turnaround, we are confident that Emergent can create shareholder value by driving long-term growth and profitability. We believe in the company's strong foundation and momentum to advance our transformation while fulfilling our mission to protect and save lives. At this time, let me now welcome our directors who are also present today. The first of whom, Sujata Dayal. Second, Don DeGolyer. Third, John D. Fowler, Jr., Neal Fowler, Keith Katkin, Ronald Richard, Marvin White, and Dr. Kathryn Zoon. Thank you again for joining us, and let me now turn the meeting over to Ms. Perl.
Good morning, ladies and gentlemen. Welcome. Let me start by saying that if you have not yet cast your vote or would like to change your vote for any of today's items of business, the polls are currently open and will remain open until I announce their closure. This means that no ballots or proxies or revocations of, or changes to ballots or proxies will be accepted after the polls are closed. For those stockholders who have not voted or wish to change their vote, you may do so by clicking on the vote, voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or previously voted via telephone or internet and do not wish to change their vote do not need to take any further action.
Please note that if you hold your shares through a broker or otherwise not in your name as a stockholder of record, you will need your unique control number that accompanied the instructions and proxy materials that the bank, broker, or other nominee provided to you in order to vote virtually at this meeting. As provided in today's agenda, we've allocated time later in the meeting for questions and answers. If you have any questions, you may submit them at any time before the end of the Q&A session. We may not be able to answer every question, we will do our best to provide a response to as many as possible, and we'll address any unanswered questions on our corporate website shortly after the meeting. Please note, although we are recording this meeting, no one attending via the webcast is permitted to use any audio recording device.
We will make the recording available on the investor relations website at investor.emergentbiosolutions.com. I would also like to remind you that some of our comments, including responses to your questions during today's meeting, may include forward-looking statements that are based on certain assumptions and are subject to a number of risks and uncertainties. The risks, uncertainties, and assumptions that could affect these forward-looking statements include risks that are described in Emergent's reports filed with the SEC, including our Form 10-K for the year ending December 31, 2025. In addition, the information presented at this meeting may include references to amounts that are expressed on a non-GAAP basis. You can find a reconciliation of such non-GAAP amounts to GAAP and other information related to these non-GAAP measures on our investor relations website. Now I will go over the formal items of our annual meeting.
The board appointed Richard Lindahl as Inspector of Election for this meeting, and he is also present here today. Mr. Lindahl has taken and signed an oath as Inspector of an Election, which will be filed with the minutes of this meeting. March 6th, 2026, is the record date for determining stockholders entitled to vote at this meeting. On the record date, there were 51,644,495 shares of common stock of the company outstanding and entitled to vote at this meeting. Broadridge Financial Solutions, our mailing agent and vote tabulator, certified that the Notice of Annual Meeting and Proxy Statement were first furnished on or about March 20th, 2026, to all stockholders of record. Copies of those certifications are in my possession. I therefore declare that legal notice of the meeting has been duly given.
As of this morning, Broadridge advised us that holders of 40,346,672 shares of the company's common stock are represented in person or by proxy, which represents the majority of the votes entitled to be cast in this meeting. Having determined that a quorum is present, this annual meeting is lawfully convened and may proceed to transact business. There are four items of business on today's agenda. One, To elect Sujata Dayal, Dr. Zsolt Harsanyi, Joseph Papa, and John D. Fowler, Jr. as Class II directors for terms expiring at the 2029 Annual Meeting of Stockholders. Two, To ratify the appointment by the Audit and Finance Committee of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026.
Three, to hold on an advisory basis a vote to approve the 2025 compensation of our named executive officers. Four, to approve an amendment to increase the number of shares of common stock for the grant of awards under the Emergent BioSolutions Inc. Amended and Restated Stock Incentive Plan. We have a complete list of stockholders entitled to vote at this meeting. The list has been kept at the offices of our transfer agent and at the offices of the company subject to inspection by stockholders. The list is also available for inspection through the web portal during this meeting. It is now my pleasure to introduce our CEO and President, Joe Papa. Joe.
Thank you, Jessica, and thank you to everyone joining the call. Based on the great efforts of our team, in 2025 we made significant progress executing our multi-year turnaround priorities, delivering improved operating margins, strong adjusted EBITDA of $205 million, increased cash flow, and reduced our overall debt leverage, all while delivering on our mission to protect and save lives. I'm pleased to share our 2025 accomplishments and look forward to our key focus areas in 2026. If I turn to slide four, at last year's annual meeting, I shared how we stabilized the company through strategic divestitures and operational initiatives. In 2025, we further strengthened our financial position and continued to progress on our turnaround plan.
The progress achieved by our team demonstrates our ability to adapt and evolve our business, take on new challenges, think strategically and act swiftly, laying a solid foundation for Emergent to deliver on its turnaround efforts this year. Let's take a moment to reflect on several key accomplishments from 2025. If I turn to slide five. Through the great efforts of our entire team, we successfully achieved several important milestones, including delivering strong earnings and cash flow, improved our cash balance by $100 million, and reduced our debt by $110 million. We also secured multiple medical countermeasures contract awards for biodefense preparedness in the U.S. and internationally. In addition, we expanded our naloxone portfolio by acquiring the commercial rights to Kloxxado nasal spray, eight milligrams, and maintained market leadership for NARCAN nasal spray. We also announced an investment agreement with Swiss Rockets.
These actions, along with our continued commitment to prioritizing patient safety, quality, and compliance, put us in a strong position to execute our strategic transformation for long-term growth and profitability. This year, with a stronger cash and liquidity position, we plan to invest in revenue growth drivers across both the medical countermeasures and the naloxone business. We are focused on advancing our internal pipeline, launching additional line extensions for naloxone to reduce opioid overdose deaths, accelerate international growth, and pursuing targeted acquisitions and external opportunities that leverage our infrastructure and capabilities. I remain optimistic in our future and our vision to be the leader in solving public health threats for communities around the world and look forward to continuing to update you on Emergent. Thank you again for joining us today. I'll now turn the meeting back over to Jessica.
Thank you, Joe. The polls will be closing shortly. We would ask that you complete your electronic voting at this time. You must ensure you submit your electronic vote in the web portal in order for your votes to be counted. The Inspector of Election will not accept votes submitted after the closing of the polls. Please note that any votes submitted today via the web portal will be subject to the final verification by the Inspector of Election. I hereby declare that the polls are now closed for voting on the items of business. The polls are now closed, all electronic ballots and proxies are now in the custody of the Inspector of Election. Dr. Harsanyi will now announce the preliminary results of the vote, which are based on the preliminary tally provided by our Inspector of Election.
All right. Thank you, Jessica.
Over to you, Zsolt.
Thank you again, Jessica Perl. Let me go through each item that we have just closed the voting on. The first item of business, the election of four directors. Each nominee has received a plurality of the votes cast and therefore has been elected as a director of Emergent BioSolutions in accordance with the proposal. Based on the vote, I declare that all four director nominees have been elected to serve for the next three-year term to hold office until their successors are duly elected and qualified. As to the second item of business, which is the ratification of the independent registered public accounting firm, Ernst & Young LLP, this proposal has received a majority of the votes cast as well.
Based on the vote, I declare the appointment of Ernst & Young as Emergent's independent registered public accounting firm for fiscal year 2026 has now been ratified. As to the third item of business to approve, on an advisory basis, the 2025 compensation of our named executive officers, the proposal received a majority of the votes cast. Based on the vote, I declare that the advisory vote to approve the 2025 compensation for our named executive officers has passed. Finally, as the fourth item of business to approve, which was the amendment to increase the number of shares of common stock for the grant of awards under the Emergent Amended and Restated Stock Incentive Plan, this proposal also received a majority of the votes cast.
Based on the vote, I declare that the amendment to increase the number of shares of common stock for the grant of awards under the Emergent Amended and Restated Stock Incentive Plan has passed. In accordance with our bylaws, these were the only matters of business to be conducted at this meeting. We will be reporting the final vote results in a Form 8-K to be filed with the Securities and Exchange Commission within four business days of this annual meeting. Additionally, the final voter report will be annexed to the minutes of this meeting. Ladies and gentlemen, this completes the business to come before this annual meeting, and this annual meeting of stockholders is now adjourned. At this time, we welcome your questions.
We will begin with any questions that we received in advance of today's meeting, followed by any additional stockholder questions that have been asked today on the web portal. Please note that only questions that are germane to the meeting will be addressed. Ms. Perl will read the questions, and Mr. Papa and Mr. Lindahl will provide the response. Any appropriate questions that do not get answered during the virtual meeting will be addressed, though, on our company website. Jessica, back to you.
Thank you. Seeing no questions, I would like to thank you for participating in the 2026 Annual Meeting of Stockholders of Emergent BioSolutions. Goodbye.
Thank you. The Emergent BioSolutions 2026 Annual Meeting of Stockholders has now come to an end. Thank you for attending. You may now disconnect.