Getty Images Holdings, Inc. (GETY)
NYSE: GETY · Real-Time Price · USD
0.8725
-0.0276 (-3.07%)
At close: Apr 28, 2026, 4:00 PM EDT
0.8802
+0.0077 (0.88%)
After-hours: Apr 28, 2026, 7:11 PM EDT
← View all transcripts

AGM 2025

Sep 8, 2025

Operator

Good morning and welcome to the virtual webcast of the 2025 Annual Meeting of Stockholders of Getty Images Holdings, Inc. All participants have been placed in listen-only mode in order to prevent any background noise. Should you wish to submit a question during the meeting, please click on the messaging icon at the top left side of your screen, type your question into the text box, and click the send icon to the right of that text box. Please note that in the interest of all shareholders, we will only address those questions that are pertinent to the business of the meeting. Please note audio or video recording of this meeting by anyone other than the company is prohibited. Before I turn the meeting over, I would like to read an important statement regarding legal matters.

Please note that today's discussion may include forward-looking statements that do not guarantee future events or performance. Please refer to Getty Images' annual report on Form 10-K and other SEC filings for factors that could cause actual results to differ materially from these statements. Getty Images undertakes no obligations to revise or update any forward-looking statements except as required by law. During today's meeting, the company may discuss certain non-GAAP financial measures that the company believes are relevant in assessing the financial performance of Getty Images' businesses. These non-GAAP financial measures are reconciled to the nearest GAAP figures in Getty Images' most recent annual report on Form 10-K and in the company's earnings release for the first quarter of 2025, which are available on their website. I now would like to introduce the Chair of the Board of Directors of Getty Images, Mark Getty, to share a few opening remarks. Mr. Getty, the floor is yours.

Mark Getty
Co-Founder & Chairman of the Board, Getty Images

Thank you and welcome everyone. I'm Mark Getty, Chair of the Board of Directors of Getty Images Holdings. Today's meeting is being held in a virtual-only format, and we have designed the format of this meeting to ensure that all stockholders are afforded the same rights and opportunities to participate just as they would in an in-person annual meeting. It is my intent to chair and conduct the meeting in the manner stated on the agenda and the rules of conduct and procedures. Joining me today are many of the other members of Getty Images' Board of Directors and Executive Officers.

Also present today are Susan Hogan from Equiniti Trust Company LLC, who has been appointed to serve as the Inspector of Election for today's meeting, Craig Peters, Director and Chief Executive Officer, Kelty Kellogg, who is our General Counsel and Corporate Secretary, and on behalf of Ernst & Young, Getty Images' independent auditor, Katie McKnight. The meeting will please come to order. Kelty will act as Secretary of this annual meeting. I would now like to turn it over to Kelty, who will address some of the formalities for this meeting.

Kjelti Kellough
SVP & General Counsel, Getty Images

Thank you, Mark. Participants, please note that the agenda is shown on the right side of the webcast screen, and the rules of conduct and procedures are also available. To access and view these documents, please click on the documents icon at the top of the left side of your screen, then click on the document name to view. The procedures we follow are designed to ensure that we have a fair and orderly meeting. In connection with this meeting, following the conclusion of the formal matters, we will hold a live Q&A session during which we intend to answer questions submitted online during or prior to the meeting that are pertinent to the agenda of this meeting as time permits. Questions not related to the proposals being voted on will be deferred until the formal business of the meeting has been concluded.

Only stockholders that have accessed this meeting as a stockholder rather than as a guest will be permitted to submit questions during the meeting. Additionally, if you have not already voted your shares or you wish to change your vote, you may do so by clicking on the proxy voting site link on the left side of your webcast screen. If you do not wish to cast or change your vote, no action is needed at this time. The polls will remain open until the conclusion of the matters to be voted on portion of the meeting. Notice of the meeting was distributed on July 24, 2025, to all of our holders of Class A common stock of record as of July 14, 2025. Proof of notice will be incorporated into the minutes of this meeting.

The Inspector of Election signed her oath of office, which oath is submitted to the company and made part of the record. We are informed by our Inspector that a quorum is deemed present for the purposes of conducting the business of this meeting. I have the list of stockholders of the company at the close of business on July 14, 2025, who are entitled to vote at this meeting. A certified list of such stockholders is available for inspection by using the registered stockholder list link found on the meeting website. The Board of Directors fixed July 14, 2025, as the record date for determining the stockholders entitled to vote.

An affidavit has been delivered attesting to the fact that the proxy statement and the 2025 annual report to stockholders were mailed on or about July 22, 2025, to all stockholders as at the record date and will be incorporated into the minutes. The stockholder list shows that as of the record date, there were 414,811,306 shares of Class A common stock outstanding and entitled to vote at this meeting. Based on the preliminary numbers, we are informed by the Inspector of Election that there are represented in person or by proxy shares of Class A common stock representing 381,835,408 votes, or approximately 92.05% of the voting power on the record date. Since this represents more than a majority in voting power of the Class A common stock entitled to vote, a quorum is present for the purposes of transacting business.

Now I will present the matters to be voted on. Pursuant to the company's bylaws, the only matters properly before our stockholders today are those set forward in the notice of annual meeting and proxy statement. We will now view the matters to be voted on. The first item on the agenda is the election of directors as Class 3 directors. The director nominees are Michael Harris, Craig Peters, and Hilary Schneider. Your Board recommends a vote for these nominees. Agenda item two concerns the ratification of the selection of Ernst & Young as the company's independent registered public accounting firm for the year ended December 31, 2025. Your Board recommends a vote for agenda item two.

If you have not yet submitted a proxy card and wish to vote on these items or wish to revoke a proxy card you have previously signed, stockholders may vote using the proxy voting site link on the left side of your webcast screen. You will need the control number provided on your proxy card to vote your shares online. We will now pause the meeting to allow stockholders to vote. This concludes the review of the matters to be voted on. The polls have now closed. The Inspector of Election will collect and tabulate all of the proxies and ballots. Only a small percentage of the total vote remains to be counted, which should not significantly affect the overall results.

Subject to the final tabulation, we report the following preliminary results provided by the Inspector: all of the director nominees have been elected and that the appointment of Ernst & Young has been ratified. The final voting results will become part of the record of this meeting and will be reported in a Form 8-K to be filed in connection with the matters to be voted on. Mark, I will now turn the meeting back to you.

Mark Getty
Co-Founder & Chairman of the Board, Getty Images

Thank you, Kelty. All items of business have now been completed. This meeting is now adjourned, and I will turn it over to Craig for any Q&A.

Craig Peters
CEO & Director, Getty Images

As Kelty noted above, we'll now address any stockholder questions and comments received during the meeting. I show no questions posted. As a result, this concludes this year's annual meeting of shareholders. Thank you for attending today's meeting and for being a shareholder of Getty Images.

Powered by