Good morning and welcome to IAC's 2025 Annual Meeting of Stockholders. Please note that today's meeting is being recorded. At this time, I would like to turn the proceedings over to Mr. Halpin, Chief Operating Officer and Chief Financial Officer of IAC and Chair of the Annual Meeting. Please go ahead, sir.
Thank you. Good morning. My name is Christopher Halpin, and I am IAC's Chief Operating Officer and Chief Financial Officer. On behalf of the company, I'd like to welcome you to IAC's 2025 Annual Meeting of Stockholders. I'd also like to introduce Kendall Handler, IAC's EVP and Chief Legal Officer. Ms. Handler is serving as the Secretary of the Annual Meeting. The purpose of the 2025 IAC Annual Meeting is to vote on the following proposals: 1) Elect 12 members of the IAC Board of Directors. 2) Approve a non-binding advisory vote on 2024 executive compensation. 3) Ratify the appointment of IAC's auditors for 2025. 4) If required, approve other related matters. I will now ask Ms. Handler to conduct the formal portions of the Annual Meeting. Time permitting, a question-and-answer session will follow.
It is now 9:31 A.M., and in accordance with the notice of this meeting, the 2025 IAC Annual Meeting is now formally called to order. The meeting will be conducted in accordance with meeting rules and procedures posted on the meeting website. We do not expect any technical difficulties today. However, in the event we lose our webcast connection or otherwise experience technical difficulties, please allow some time for the meeting website to refresh automatically. Now, before beginning the formal meeting, I'd like to introduce a few additional individuals. Our Inspector of Elections is Tony Caradeo from the Caradeo Group. Mark Schneider is IAC's Senior Vice President of Finance and Investor Relations. Kira Iyo Karras is IAC's Vice President and Associate General Counsel and will assist Broadridge with the voting and tabulation.
Robert Breman, Michelle D'Agostino, and Tim Vitale are representatives from Ernst & Young LLP, IAC's independent registered public accounting firm. I will now give a report with respect to the calling and the giving of the notice of this meeting. This Annual Meeting was called by IAC's Board of Directors, and the close of business of April 30, 2025, was fixed as the record dates for the holders of our common stock and Class B common stock entitled to receive notice of and to vote at the meeting online or by proxy. The mailing of proxy materials and related notices commenced on or about May 6, 2025, as confirmed by an affidavit of mailing provided by Broadridge, and proxies have been submitted since such mailing. If you have already submitted your proxy, then your votes have been tallied.
If you wish to vote during the meeting or change a proxy previously submitted, you may do so online now until the polls close using the 16-digit control number included in your proxy materials. The record will show that we have received a report from Tony Caradeo, the Inspector of Elections, certifying that a majority of the total votes entitled to be cast by holders of IAC common stock and IAC Class B common stock together as a single class, IAC common stock as a separate class, and IAC Class B common stock as a separate class at the Annual Meeting is present in person, virtually, or by proxies, which is sufficient for a quorum in the case of all required votes. A quorum is present, and this meeting is now duly convened for the purposes of transacting business properly before it.
The matters to be acted upon today will be considered in the order set out in the proxy statement related to the 2025 IAC Annual Meeting. The first item on the agenda is the election of 12 members of the IAC Board of Directors. The following nine director nominees will be voted upon collectively by the holders of IAC capital stock: Chelsea Clinton, Barry Diller, Michael Eisner, Bonnie Hammer, Victor Kaufman, Brian Lord, David Rosenblatt, Maria Safarian, and Alexander von Furstenberg. The election of each of these nine director nominees requires the affirmative vote of a plurality of the total number of votes cast by the holders of shares of IAC capital stock voting together as a single class. The following three director nominees will be voted upon by the holders of IAC common stock voting as a separate class: Tor Bram, Alan Spoon, and Richard Zanino.
The election of each of these three director nominees requires the affirmative vote of a plurality of the total numbers of votes cast by holders of shares of IAC common stock voting as a separate class. The second item on the agenda is the approval on an advisory basis of the compensation paid to the company's named executive officers for 2024. This proposal will be voted upon collectively by the holders of IAC capital stock. The approval on an advisory basis of this proposal requires the affirmative vote of the holders of a majority of the voting power of shares of IAC capital stock present in person or represented by proxy and entitled to vote on the matter voting together as a single class.
The third and last item on the agenda is the ratification of the appointment of Ernst & Young LLP as IAC's independent registered public accounting firm for the fiscal year ended December 31, 2025. This proposal will be voted upon collectively by holders of IAC capital stock. The approval of this proposal requires the affirmative vote of the holders of a majority of the voting power of shares of IAC capital stock present in person or represented by proxy and entitled to vote on the matter voting together as a single class. We're now ready to vote on the proposals previously discussed, and the polls are officially open as of 9:36 A.M. All proxies previously submitted will now be officially voted. Votes cast online during the meeting will be tallied together with votes submitted by proxy.
Now that all proxies have been officially voted and tallied together with those votes cast during the meeting, the polls are now formally closed by order of the Chair at 9:36 A.M. Based on the information provided to me by Mr. Caradeo regarding preliminary voting results and pursuant to the Delaware General Corporation Law and IAC's organizational documents, IAC stockholders have voted to elect all 12 director nominees, approve on an advisory basis the compensation paid to the company's named executives in 2024, and approve the ratification of the appointment of Ernst & Young LLP for 2025. We will file a Form 8-K announcing the final voting results, which will be filed by no later than four business days following the date of the meeting.
Now that all formal business of the meeting has been concluded and at the direction of the Chair of the Annual Meeting, I declare the formal business portion of the meeting now adjourned at 9:37 A.M. The question-and-answer portion of the Annual Meeting has now begun. Please note that only questions that comply with the meeting rules and procedures posted on the meeting website will be addressed, and we may not be able to address all questions in the interest of time. We have not received any questions, and as a result, the Q&A session has now ended. The Annual Meeting has now concluded, and you may now disconnect. Thank you for attending.
This concludes the meeting. You may now disconnect. Everyone, have a great day.