Green Brick Partners, Inc. (GRBK)
NYSE: GRBK · Real-Time Price · USD
67.44
+0.10 (0.15%)
Apr 30, 2026, 4:00 PM EDT - Market closed
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AGM 2021

Jun 2, 2021

Operator

Good morning and welcome to the 2021 Annual Meeting of Stockholders of Green Brick Partners. I would now like to introduce the first presenter, James R. Brickman.

James R. Brickman
CEO and Director, Green Brick Partners

Okay, thank you. Good morning, ladies and gentlemen. I am Jim Brickman, Chief Executive Officer and a Director of Green Brick Partners. At this time, I call the meeting to order. Please refer to the agenda and our rules of conduct for the meeting, both of which are posted on the meeting center page. The rules of conduct explain how we will conduct the meeting. There are two items of business on today's agenda: the election of directors and the ratification of the appointment of the company's independent registered public accounting firm.

After all agenda items have been presented, we will close the polls, announce the preliminary voting results, and then adjourn the meeting. In accordance with the company's bylaws, in the absence of the Chairman of the Board, I will act as Chairman of this meeting. Richard A. Costello, Chief Financial Officer, Treasurer, and Secretary of the company, will act as Secretary of the meeting. For health and safety reasons relating to the impact of the COVID-19 pandemic, our board determined that it was not appropriate to hold an in-person meeting at Green Brick headquarters.

However, we are thankful that technology allows us the opportunity to be together in this format today. Please note that if we experience technical issues such as loss of audio or webcast connection, we ask that stockholders stand by and allow us time to try to resolve the issue and resume the meeting, or otherwise provide an update relating to the meeting. If a technical disruption occurs that prevents us from continuing the meeting and the formal presentation of the meeting has been commenced but not yet adjourned, the polls will be closed immediately.

In this situation, votes received prior to the time the polls are closed will be counted, the meeting will not be reconvened, and the results will be announced publicly. I would like to take this opportunity to introduce our directors and officers and other invited guests of the company who are joining us virtually today. Our directors are Elizabeth K. Blake and Richard S. Press. In addition, Logan Bowles, Senior Manager from RSM US LLP, as a representative for our independent registered public accounting firm. Pursuant to the authority delegated by the Board of Directors, our transfer agent, Broadridge, has appointed to act as Inspector of Elections for this meeting.

This applicable representative for Broadridge has taken an oath as Inspector of Elections. Many stockholders have already submitted their proxies. All proxies will be voted as marked by the stockholders signing them. If you have voted by proxy, you do not need to take any further action. If you wish to vote during the meeting, please cast your ballot electronically on the meeting center page prior to closing the polls. The Board of Directors set April 14th, 2021, as the date of record for determining stockholders entitled to notice of and vote at this stockholders' meeting.

We have at this meeting a list of stockholders as of that date. A duplicate list has been on file at the principal place of residence of the company for the last 10 days immediately prior to the date of this meeting and has been available for inspection by any stockholder during that period during normal business hours. The Secretary will present the affidavit of distribution of the notice of the annual meeting of stockholders together with the related proxy materials and report on the existence of a quorum for the meeting. Secretary?

Richard A. Costello
CFO and Secretary, Green Brick Partners

Mr. Chairman, I present the affidavit of distribution of Broadridge, which states that the notice of internet availability of proxy materials was mailed on or about April 23rd, 2021, and the related proxy materials were filed with the Securities and Exchange Commission and made available online on April 23rd, 2021. To stockholders of record, as of the close of business on April 14th, 2021, the record date for stockholders entitled to notice of and to vote at this meeting, which is in accordance with the bylaws of the company. As a result, this meeting is being held pursuant to proper notice.

In addition, I've been advised by the Inspector of Elections that a majority of the company's issued and outstanding shares entitled to vote is represented personally or by proxy at today's virtual meeting. Since the majority of the company's shares is represented here today, a quorum is present, the meeting is duly constituted, and the business of the meeting may proceed.

James R. Brickman
CEO and Director, Green Brick Partners

Thank you, Mr. Costello. The report of the secretary on the existence of a quorum is accepted. I direct that the affidavit of distribution be made part of the minutes of the meeting. We may now proceed to transact the business for which the meeting has been called. The first item of business today is the election of directors. Seven directors shall be elected at today's meeting. The election of the directors will be determined by a plurality vote of the shares present at the annual meeting, meaning the director nominee with the most affirmative votes for a particular slot is elected for that slot.

The directors elected today will hold office until the 2022 annual meeting of stockholders and the due election and qualification of their respective successors or in such nominees' earlier death, removal, or resignation. I now call upon Mr. Costello, a secretary, to review the nominees for the company's Board of Directors in this regard.

Richard A. Costello
CFO and Secretary, Green Brick Partners

As indicated in the company's proxy statement, the Board of Directors has nominated the following persons: Elizabeth K. Blake, Harry Brandler, James R. Brickman, David Einhorn, John R. Farris, Kathleen Olson, and Richard S. Press. The company's bylaws require that a stockholder provide advance notice to the company of a stockholder's intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nominations for directors closed.

James R. Brickman
CEO and Director, Green Brick Partners

The second item of business today is the ratification of the appointment by the Board of Directors of RSM US LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2021. The affirmative vote of holders of at least a majority of the shares of our common stock issued, present, and voted at the annual meeting with respect to this proposal is required to approve the appointment of RSM US LLP as our independent registered public accounting firm for the fiscal year ending December 31st, 2021.

I now call upon the Secretary for the recommendation of the Board of Directors in this regard.

Richard A. Costello
CFO and Secretary, Green Brick Partners

I hereby propose the following resolution: that the appointment of RSM US LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021, be ratified.

James R. Brickman
CEO and Director, Green Brick Partners

Because no further business is scheduled to come before the stockholders, I declare the polls for each matter to be voted on at this meeting open at 10:00 A.M. today, June 2nd, 2021, and direct that a vote of the stockholders be taken by written ballot on the following matters: first, the election of directors to hold office until the 2022 annual meeting of stockholders and the due election and qualification of the respective successors or such nominees' earlier death, removal, or resignation; second, the ratification of the appointment of RSM US LLP as the company's independent registered public accounting firm.

Each holder of stock is entitled to vote one vote for each share of common stock held of record at the close of business on April 14th, 2021. Ballots are now available for each stockholder or proxy present and entitled to vote at this meeting. Any stockholder who has previously given his or her proxy need not vote unless he or she desires to revoke the proxy and vote by written ballot at this meeting. I now declare the polls for each matter voted upon at this meeting closed and the Inspector of Elections to collect and tabulate the ballots. At this time, I would like to introduce Logan Bowles with RSM US LLP.

After the meeting, he will be available to answer any appropriate questions you may have. At this point, the votes have been counted, and we will now report on the preliminary results of the matters voted upon today. I have been advised by the Inspector of Elections that the following seven persons have received the most affirmative votes for election as directors for the respective slots: Elizabeth K. Blake, Harry Brandler , James R. Brickman, David Einhorn, John R. Ferris, Kathleen Olsen, and Richard S. Press.

Accordingly, each of such persons has been elected as a director of the company to hold office until the company's 2022 annual meeting and the due election and qualification of the respective successors or such nominees' earlier death, removal, or resignation. The Inspector of Elections has further advised me that the holders of a majority of the shares of our common stock issued, present, and voting at the annual meeting voted in favor of the ratification of the appointment of RSM US LLP to act as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2021, and that accordingly, the ratification of the appointment of RSM US LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2021, has been approved.

The Inspector of Elections will furnish the secretary a written report of the final count with respect to the matters voted on today, which shall be included in the minutes of the meeting. I want to thank all of you for attending today's meeting and for your continuing support of Green Brick Partners. The formal portion of our meeting is now adjourned. At this time, I would like to open the meeting to any questions that stockholders may have. I remind stockholders that only questions pertinent to matters properly before the meeting will be addressed.

Richard A. Costello
CFO and Secretary, Green Brick Partners

We have two questions queued up. What percentage increase was the additional extras accessories that buyers added to homes? Are you seeing a shortage of supply in what buyers are looking to add for your company? We do not separately disclose the options that we sell and our purchasers acquire from us. In terms of the shortage of supply, we will refer you back to our earnings call from our Q1 filing with the SEC of our quarterly 10-Q. Those answers still stand, which are essentially that, yes, we are seeing a shortage of supply in terms of generally available home-building materials.

We should also note that we will update this information publicly when we release earnings the first week of August. We should also note that that same week, that Thursday, August the 5th, we are having our inaugural investor day. We would think that that would be an appropriate time for additional questions in that public forum. A second question: with a tremendous increase in backlog, how and will this be a tailwind to cash flow from operations? Again, referring back to our discussion during our earnings release call, we reiterate that we believe that this will be a tailwind for operations commencing in Q2 through the rest of the year as we close that backlog.

We do not have any other questions received at this point. I don't know if there are any further questions. There don't appear to be any. The Q&A should be considered closed. We're done so our host can do the outro.

James R. Brickman
CEO and Director, Green Brick Partners

Thank you very much. With that, the 2021 annual meeting of stockholders for Green Brick Partners has now come to an end. Thank you all very much for attending. You may now leave the virtual meeting.

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