AGM 2021

Apr 20, 2021

Hello, and welcome to the Annual Meeting of Stockholders of Liberty Oilfield Services twenty twenty one. Please note that today's meeting is being recorded. During the meeting, we will have a question and answer session. You can submit a written question at any time by clicking on the message icon at the top of your screen. Please note that your registered name will be announced along with your question during the q and a session following the formal portion of the meeting. Guests will not be able to submit questions. Also, please note that all participants are in listen only mode. If you experience technical difficulties during the meeting, please click on the support link on the broadcast screen. It is now my pleasure to turn today's meeting over to Mr. Chris Wright. Thank you. The floor is yours. Thank you. Good morning. It's now time to begin the formal meeting. This is the third annual meeting of stockholders of Liberty Oilfield Services, Inc. Since its initial public offering in 2018. My name is Chris Wright, and I am Chairman of the Board and Chief Executive Officer of your company. I will preside at the meeting this morning. Thank you for attending. Welcome to you all. I hope you all either received the company's 2020 annual report prior to this meeting or that you pulled it up on our website today. If you have read the letter that begins just inside the report, you'll have an excellent summary of Liberty's performance in 2020. Now, let me give you an outline of the plan for the meeting. First, I will introduce our directors up for reelection and then we'll take care of the official business of this meeting. The following members of our Board of Directors are standing for election today. Ken Babcock. Mr. Babcock is currently the Chief Executive Officer of Abaco Energy Technologies LLC, which focuses on opportunities in manufacturing and services related to North American drilling, completion, production and associated infrastructure. Prior to joining Abaco, Mr. Babcock was the President and Chief Executive Officer of Titan Specialty Limited and also previously served as President and Chief Executive Officer of International Logging Inc. Mr. Babcock held the position of Director of Strategic Sales at Baker Hughes and Vice President of Business Development at Noble Technology Services. Mr. Babcock serves on the compensation committee of your company. Brett Staffieri. Mr. Staffieri is a partner at Riverstone Holdings LLC, an energy focused private equity firm and has been a member of the company's Board since its IPO in January 2018. Mr. Staffieri has been employed by Riverstone since 2006 and has extensive investment experience in the energy industry. Christopher A. Wright, I am also standing for reelection today. I've been your Chief Executive Officer since December 2016 and the Chief Executive Officer of Liberty Holdings, the predecessor to your company since its formation in March 2011 until Liberty's IPO. I also serve as the Executive Chairman of Liberty Resources LLC, an oil and natural gas exploration and production company. I am currently a member of the Board of Directors for Urban Solutions Group, U. S. Ceramics LLC and the Federal Reserve Bank of Kansas City Denver branch. Now we will turn to the formal business of our meeting. Before we continue, I would like to make the following statement. As described in the notice and proxy statement previously distributed, you are entitled to participate in and vote at this meeting if you were a stockholder as of the close of business on 02/22/2021, which is the record date for this meeting, or if you hold a legal proxy for the meeting provided by your bank, broker or nominee. If you have a voting control number issued by American Stock Transfer and Trust Company, LLC, our company's transfer agent, and wish to vote during this meeting, you may do so by clicking the proxy voting site link on the left hand panel of your screen. You may also ask questions during the meeting if you registered with your voting control number. Please refer to the chat box icon located on the top left of the panel of your screen to submit a written question. A digital copy of the notice and proxy statement is also available for your review. You may access that document by clicking on the link named Meeting Materials on the left hand side of your screen. An agenda that outlines the order of business for the meeting is displayed on the screen. There are three matters on the agenda today. Item number one, we are voting to elect three Class II directors. Item two, we are voting to ratify the selection of Deloitte and Touche LLP as external auditors of the company for the current year. Deloitte was recommended by the Board's Audit Committee, which is made up entirely of directors who are independent under New York Stock Exchange rules. Deloitte has been the external auditor for your company since 2016. They have done a competent job and the Board recommends their selection for the fiscal year 2021. Introduce Deloitte. Mark Wise, a partner with Deloitte and Touche is in attendance today. Mr. Wise is in charge of the external audit team from Deloitte for our company. Mr. Wise will be available to answer questions during the last part of the meeting. Item number three, we are voting on a resolution to approve on a nonbinding advisory basis the compensation of the company's named executive officers. Liberty's stockholders are entitled to vote at this meeting to approve the compensation of the company's named executive officers as disclosed in the proxy statement. This is an advisory vote only and is not binding on the company or on the Board of Directors. The specific resolution is set forth in the proxy statement. So these are the three items on the agenda. Mr. Elliott, the Vice President and General Counsel of your company will act as secretary of this meeting, record the minutes and see that they have attached all the necessary documents and exhibits. The inspector of elections today is Stephen Hoffman of American Stock Transfer and Trust Company LLC, our company's transfer agent. Mr. Hoffman has taken the necessary oath and has advised that we have a quorum present. So this is an official meeting and we can proceed with our business. During this meeting, we will address the matters described on the agenda shown on your screen. Voting will be completed, an announcement will be made regarding the preliminary results, and then the formal meeting will be adjourned. Questions should be restricted to the procedures for the meeting and the proposals under consideration. Thank you for your understanding. If you are eligible to vote and have not submitted your ballot or proxy, or if you want to change your vote, please cast your digital vote via the function located on the left hand side of the screen. Ballots will be tallied after we have voted on all matters on the agenda. Upon the receipt of the ballots, the polls will be officially closed. The digital votes cast today will be counted in the final tally along with the proxies previously received. We will announce the preliminary results of the voting at the end of the meeting. The polls are now open for the three items of business. At 09:09, the first item of formal business is the election of three Class II directors, each for a three year term. The second item of formal business is to ratify or reject the Audit Committee selection of Deloitte and Touche as auditors to audit the accounts of your company for the current fiscal year ending 12/31/2021. The third item of formal business is to hold a nonbinding advisory vote on the compensation of the named executive officers of the company. Are there any questions on these proposals? The floor is now open for discussion concerning the proposals. If you have registered with your voting control number and wish to submit a question, please refer to the chat box icon located on the top of the left hand panel of your screen. We will respond to as many questions as practicable. Voting is by proxy and digital ballot. Each share of common stock is entitled to one vote. Let me remind you that if you've already sent in your signed proxy, there is no need for you to cast a ballot now unless you wish to change the vote that you put on the proxy. The individuals named in the proxy or any of them will vote your shares as indicated on the proxy that you already have mailed or delivered to us. As a reminder, if you are voting today, please make sure you have your voting control number issued by AST and click the proxy voting site link on the left side of your screen. We will now provide some additional time for the submission of voting. There being no further business to come before this meeting, I declare the polls are now closed for all items of business as of 09:12AM. No additional ballots, proxies or votes and no changes or revocations will be accepted. The proxies and digital ballots will now be tabulated by the Inspector of Election. We'll be happy to entertain any stockholder questions at this time. Does anyone have a question? Based upon preliminary information provided by the inspector of election, I can report that, number one, while only a plurality is required, each of the Class II nominees for the Board of Directors has received a majority of the votes cast and each is therefore duly elected to hold office for a term which will expire in 2024. Number two, the proposal to ratify the selection of Deloitte and Touche as independent auditors of your company for the current year has received a majority of the votes cast and is therefore adopted. Number three, the proposal to approve by nonbinding advisory vote the compensation of the named executive officers has received a majority of the votes cast and the compensation as outlined in the proxy is therefore approved. The final results of voting, including any ballots and proxies recorded during this meeting will be set forth in the report of the Inspector of Election and will be included in the minutes of the meeting. The final results will be reported in a Form eight ks to be filed with the SEC within four business days following this meeting. Before adjourning, I would like to thank each stockholder who sent in a proxy for this meeting, and I especially would like to thank you who are here for virtually attending. The meeting is now adjourned.