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AGM 2019

Apr 4, 2019

Operator

Welcome to the 2019 H.B. Fuller Annual Meeting of Shareholders. I would now like to turn the conference over to Jim Owens, President and Chief Executive Officer of H.B. Fuller. Mr. Owens, please go ahead.

James Owens
President and CEO, H.B. Fuller

Good afternoon. I'm Jim Owens, President and CEO, and it's my pleasure to welcome you to our 2019 annual meeting of shareholders. I'm joined today by Lee Mitau, our Chairman, who will preside over this meeting. It is just after 2:00 P.M. on Thursday, April fourth, 2019. I call this meeting to order. On behalf of our directors, officers, and employees, I want to thank you for joining us for this virtual annual meeting of shareholders. Following the official items of business, we will answer questions related to the proposals submitted on the website. If you have logged into the meeting with your control number, you may ask a question by typing it into the box at the bottom of the screen at any time during this meeting. Now, Tim Keenan, Vice President, General Counsel, and Corporate Secretary of H.B. Fuller, will go through the business agenda.

Tim Keenan
VP, General Counsel, and Corporate Secretary, H.B. Fuller

Thank you, Jim. We're pleased to be joined today by all 10 members of our board of directors. In attendance on behalf of KPMG, our independent auditing firm, are Timothy Forstad and Jackie Wyatt. I also would like to welcome Christine Sundberg, who represents Broadridge and is the inspector of elections for this meeting. Let's turn our attention to today's business. I have an affidavit from our inspector of elections that the mailing of our annual report, proxy statement, and proxy card commenced on February 20th, 2019, to shareholders of record on February sixth, 2019. The majority of the voting power of those shares is represented at this meeting by proxy. A quorum, therefore, is present. I now declare this meeting open for official business. We have three proposals before us today, as presented in the proxy statement. The first is the election of directors.

Three directors have been nominated and named in the proxy statement for election to a three-year term expiring at the 2022 annual meeting. They are James J. Owens, Dante C. Parrini, and John C. van Roden, Jr. All are currently serving as directors. The board of directors recommends a vote for the election of these directors. The second proposal is to provide shareholders with an advisory vote on the compensation of our named executive officers as disclosed in our proxy statement. This advisory vote on executive compensation is not binding on the company's board of directors. The board of directors will take into account the result of the vote when determining future executive compensation arrangements. The board of directors recommends a vote for this proposal.

The third and final proposal is for the ratification of the appointment of our independent registered public accounting firm, KPMG LLP, for the fiscal year ending November 30th, 2019. The board of directors recommends a vote for the ratification of the appointment of KPMG LLP. We will now turn our attention to the voting of the shares. If you have not yet submitted a proxy card and wish to vote on these proposals or wish to revoke a proxy card you have previously signed, you may vote your shares by clicking on the Vote Here button on your screen now. You will need the control number provided on your proxy in order to vote your shares online. We'll pause now to allow shareholders to vote. The polls are now officially closed. I would like to announce the results of the voting. James J. Owens, Dante C. Parrini

John C. van Roden, Jr. have each been elected to the board of directors. The advisory vote on the compensation of our named executive officers, as described in our proxy statement, has passed. Finally, the proposal to ratify the appointment of KPMG has been approved. There being no other business to attend to, I declare the business portion of the 2019 annual meeting concluded. Jim Owens will now lead the question and answer period.

James Owens
President and CEO, H.B. Fuller

Thanks, Tim. At this point, we would be happy to take your questions. Once again, if you have logged into the meeting with your control number and would like to ask a question, you may do so now by typing your question into the box at the bottom of the screen. We will address questions related to the proposals at this meeting. If you have general questions about H.B. Fuller, please include your contact information so we can respond directly to you after the meeting. We have allotted up to 10 minutes to answer questions. We will now pause to allow questions to be submitted. We have received no questions. If at any time you have a question about H.B. Fuller that you wish to have answered, please contact Barbara Doyle, Vice President, Investor Relations, at 651-236-5023.

I would like to conclude by thanking everyone again for participating in today's meeting and for your continued support of H.B. Fuller. The meeting is now adjourned.

Operator

The conference has now concluded. We thank you for attending today's presentation. You may now disconnect your line.