Knightscope, Inc. (KSCP)
NASDAQ: KSCP · Real-Time Price · USD
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Apr 29, 2026, 2:09 PM EDT - Market open
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AGM 2025

Sep 8, 2025

Operator

Hello, and welcome to the 2025 annual meeting of stockholders of Knightscope, Inc. Stockholders who are logged in using their control number can submit questions by clicking on the message icon. It is now my pleasure to turn today's meeting over to William Santana Li, the Founder, Chairman, Chief Executive Officer, and President of Knightscope, Inc. Mr. Li, the floor is yours.

William Santana Li
Founder, Chairman, President & CEO, Knightscope

Good afternoon, thank you. I'm William Santana Li, the founder, chairman, chief executive officer, and president of Knightscope, and chairperson of today's meeting. Very happy to welcome you to this annual meeting. From the company, we also have Apoorv Dwivedi, our Executive Vice President, Chief Financial Officer, and Secretary, who will serve as secretary of this meeting. Before I call the meeting to order, Apoorv will introduce to you the other members of the board who are with us today.

Apoorv Dwivedi
EVP & CFO, Knightscope

Thanks, Bill. The other members of the board who are with us today are William G. Billings, Robert A. Mocny, and Melvin W. Torrie. I would also like to introduce Rich Bellucci, partner at BPM LLP, the company's independent registered public accounting firm, who will be available to respond to open questions.

We also have on the line Michael Chiguya, a representative of Computershare Trust Company, North America, who will serve as the inspector of elections at today's meeting.

William Santana Li
Founder, Chairman, President & CEO, Knightscope

I now call the meeting to order. We'll proceed with the formal business of the meeting, as indicated in the notice of the annual meeting and the company's proxy statement. I will now turn the meeting over to our CFO, Apoorv Dwivedi. Apoorv?

Apoorv Dwivedi
EVP & CFO, Knightscope

Thanks, Bill. The polls open today on September 8, 2025, at 1:00 P.M. Pacific Time for voting on the three proposals before the meeting. If you have not already voted and wish to vote, the polls will remain open until we finish presenting the proposal and close the polls. You do not need to vote during the meeting if you have already voted and do not wish to change your vote. On the virtual meeting web page, you will find the agenda and the rules of conduct for the meeting. Note that only stockholders who are logged into the meeting using their control number will be able to vote and submit questions at today's meeting. If you would like to submit a question, you may enter your questions in the question and answer function on the annual meeting web page or reach out to us at invest@knightscope.com.

You must also include your name and email address and, if applicable, your organization with your question. We intend to respond to appropriate questions within a reasonable time after the annual meeting has concluded. List of shareholders and proof of mailing of notice of the meeting. I will file the proof of mailing of notice of the meeting with the records of the meeting. All stockholders of record at the close of business on July 17, 2025, or holders of a valid proxy are entitled to vote at today's meeting. The inspector of elections has a complete list of the holders of record, the company's capital stock on the record date for the meeting, and for the stockholders who have entered a valid control number. The stockholder list is also available for this meeting at the bottom of your panel screen, at the bottom of the panel on your screen.

The inspector of elections, Michael Chiguya, assigned the customary oath of office to execute his duties with strict impartiality. We will file this oath with the records of the meeting. The presence in person or by proxy of the holders of shares of stock having one third of the vote, which could be cast by the holders of all outstanding shares of stock entitled to vote at the meeting, is required for a quorum. As of the record date of July 17, 2025, there were 8,185,615 shares of our Class A common stock and 336,759 shares of our Class B common stock issued and outstanding. Those were eligible to cast a vote, a total vote of 8,522,374 votes. One third of the votes are necessary for a quorum, and Mr. Chiguya has informed me that more than one third of the votes are represented at this meeting online or by proxy. I therefore declare that a quorum is present and this meeting to be duly constituted for the transaction of business. The stockholders will consider three proposals at today's meeting. The board recommends that stockholders vote for each of the nominees in proposal one and for each of the proposals two and three. Item one, the election of each William Santana Li, William G. Billings, Robert A. Mocny, and Melvin W. Torrie. This is the first item of business, is the election of each of these individuals. Once again, William Santana Li, William G. Billings, Robert A. Mocny, and Melvin W. Torrie to the board to serve until the 2026 annual meeting of the stockholders and until their respective successors are elected and qualified.

The second item of business is the ratification of the appointment of BPM LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2025. The third item of business is the approval of the first amendment to the company's 2022 Equity Incentive Plan to increase the available number of shares of Class A common shares available for issuance under the 2022 plan by 2 million shares. If you wish to vote and have not already done so, please vote now by clicking on the voting button on the web portal and following the instructions. You do not need to vote electronically if you have already sent in your signed proxy or if you have voted by telephone or internet. We will pause now for approximately 30 seconds before closing of the voting poll. The time is now 1:07 P.M.

on September 8, 2025, Pacific Standard Time, and the polls are now closed for voting. The inspector of elections will count the vote. Based on the preliminary report of the inspector of elections, one, the election of each William Santana Li, William G. Billings, Robert A. Mocny, and Melvin W. Torrie to the board to serve until the 2026 annual meeting of stockholders and until their respective successors are elected and qualified has been approved. Number two, the ratification of the appointment of BPM LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025, has been approved. Three, the first amendment for 2022 Equity Incentive Plan to increase the number of available shares of the company's Class A common shares by 2 million shares has been approved.

The final report of the inspector of elections will be kept with the company's records of the annual meeting, and the final tally of the votes will be published within four business days. A current report on Form 8-K will be filed with the Securities and Exchange Commission. The formal portion of the meeting has now concluded. We hope you found this helpful. One final note, if you have submitted questions, we intend to respond to these questions within a reasonable time after the annual meeting. In closing, I want to thank all of our stockholders and everyone on the line today for your interest in Knightscope, Inc. This concludes our annual meeting. Operator, you may disconnect the line.

Operator

This concludes the meeting. You may now disconnect.

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