H.B. Fuller Company (FUL)
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AGM 2024

Apr 11, 2024

Operator

Good morning, and welcome to the 2024 H.B. Fuller Company Annual Meeting of Shareholders. If you are a shareholder and have logged into this meeting with your control number, at any time during this meeting, you may ask questions related to the proposals presented in the proxy statement for this annual meeting or the business of the company by clicking Q&A button at the bottom of your screen, followed by typing your question into the text box. Questions will be answered following the official items of business, provided they comply with the rules of conduct for the annual meeting, which are available on the meeting website. The question and answer session will be limited to 15 minutes. I would now like to turn the conference over to Celeste Mastin, President and CEO of H.B. Fuller. Ms. Mastin, please go ahead.

Celeste Mastin
President and CEO, H.B. Fuller Company

Good morning. I'm Celeste Mastin, President and CEO, and it is my pleasure to welcome you to our 2024 Annual Meeting of Shareholders. I'm joined today by Lee Mitau, our Chairman, who will preside over this meeting, and Gregory Ogunsanya, Senior Vice President, General Counsel, and Corporate Secretary of H.B. Fuller Company. It is just after 10 A.M. on Thursday, April 11, 2024, and 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. Now, Gregory Ogunsanya will go through the business agenda.

Gregory Ogunsanya
Senior Vice President, General Counsel and Corporate Secretary, H.B. Fuller Company

Thank you, Celeste. We are pleased to be joined today by all members of our board of directors. Also in attendance on behalf of Ernst & Young LLP, our independent auditing firm, are Bill Miller and Rick Marquette . 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 twenty-eight, two thousand and twenty-four, to shareholders of record on February fourteenth, two thousand and twenty-four. The majority of the voting power of those shares is represented at this meeting by proxy. A quorum, therefore, is present, and 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 2027 annual meeting. They are Thomas Handley, Ruth Kimmelshue, and Srilata Zaheer. All are currently serving as directors. The board of directors recommends a vote for the elections of these directors. The second proposal is for the ratification of the appointment of our independent registered public accounting firm, Ernst & Young LLP, for the fiscal year ending November 30, 2024. The board of directors recommends a vote for the ratification of the appointment of Ernst & Young LLP. The third and final proposal is 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.

However, the Compensation Committee continually evaluates the executive compensation program and will consider the result of the vote. The board of directors recommends a vote for this proposal. We will now turn our attention to the voting of the shares. If you are a shareholder of record and you've 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 voting button at the bottom of your screen now. You will need the control number provided on the notice regarding the availability of proxy materials that you received in order to vote your shares online. We will now pause to allow shareholders to vote. The polls are now officially closed, and I would like to announce the results of the voting.

Thomas Handley, Ruth Kimmelshue, and Srilata Zaheer have each been elected to the board of directors. The proposal to ratify the appointment of Ernst & Young LLP has been approved. The non-binding advisory vote on the compensation of our named executive officers, as described in our proxy statement, has passed. There being no other business to attend to, I declare the business portion of the 2024 annual meeting concluded. Celeste Mastin will now lead the question and answer period.

Celeste Mastin
President and CEO, H.B. Fuller Company

Thanks, Gregory. At this point, we would be happy to take questions from shareholders received online during this meeting or in advance via the instructions in the proxy statement. Or once again, if you have logged into the meeting as a shareholder with your control number and would like to ask a question, you may do so now by clicking the Q&A button at the bottom of your screen, followed by typing your question into the text box. 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 allocated up to 15 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 Steven Brazones, Vice President, Investor Relations, at 651-236-5060. 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 meeting has now concluded. Thank you for joining. You may now disconnect.

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