Good morning and welcome to The Special Meeting of Shareholders of HomeStreet, Inc. I am Mark Mason, and I am the Chairman of the Board of Directors and the CEO and President of HomeStreet, Inc. Pursuant to HomeStreet, Inc.'s bylaws, I will act as Chairman of this meeting, and in this capacity, I hereby call the meeting to order. Godfrey Evans, HomeStreet 's General Counsel, will act as Secretary of the Meeting. Registration and Rules of Procedure. We will first go over some administrative matters for this meeting. We will use the rules of procedure that can be accessed at any time during the meeting under the heading "Meeting Materials," located at the bottom right side of your screen. By following the rules of procedure, everyone will have an opportunity to participate in the meeting, and we will be able to handle the business of the meeting efficiently and fairly.
The polls are now open, and we would ask that you vote your shares as soon as possible, since the polls will be closing shortly after we go over the proposals. As a reminder on voting procedures, if you have already voted by mail, phone, or internet, we will count your proxy, and you do not need to vote again unless you wish to change your vote. If you have not voted or if you would like to change your vote, you may vote on this webcast by using the "Vote Here" button, but you will only be able to vote the shares associated with the control number you used to log into this meeting. If you hold shares in more than one account, you would have been given separate control numbers for each of those accounts.
If you voted the shares associated with the control number that you used to log into the meeting and wish to vote shares held in a different account, please log in with the control number associated with the other account and vote those shares prior to the polls closing. After the formal business portion of the meeting has concluded, all shareholders properly in attendance will be permitted to raise questions and comments pertaining to all matters being voted on today during the question and comment period. Questions can be asked on this webcast by typing in the box located at the bottom left corner of the screen under "Ask a Question." In the interest of time, if we are unable to address your questions at this meeting, we will follow up with you after the meeting. Thank you in advance for your cooperation.
I would like to introduce Laura Cisneros with C.T. C.T. Hapberg & Associates, LLC, who has been retained by Broadridge Financial Solutions to serve as our Independent Inspector of Elections for this meeting. Ms. Cisneros is also a participant on this webcast and will be tallying the preliminary and final votes. Ms. Cisneros' Oath of Office will be filed with the minutes of the meeting. Ms. Cisneros will confirm the presence of a quorum when she completes her tally of shareholders' proxies and ballots. Godfrey Evans, Secretary of this meeting, will now present proof of the due calling of the meeting. Mr. Evans?
Good morning, everyone. Thank you, Mr. Chairman. I would like to present the following. First, a completed and certified list of the company's shareholders as of the close of business on July 11, 2025, the record date set for shareholders entitled to notice of and to vote at this meeting. The link to the registered shareholder list is available for viewing during this webcast if you are a shareholder of record and can be accessed at the bottom of your screen under the link "Registered Shareholders List." This list also provides the number of shares eligible to vote at this meeting. This list shows that as of the close of business on the record date, there were 18,920,807.60 shares of common stock of the company outstanding. Second, a copy of the notice for this meeting stating the time, place, and purpose of this meeting.
This notice was included in the proxy materials mailed to each shareholder of record as of the record date to the address in the company's records. Copies of the company's proxy statement and proxy card for this meeting were first made available on or about July 16, 2025, to shareholders as of the record date. These items are also available for you to view under the link for "Meeting Materials" located at the bottom right side of your screen. Third, we confirm receiving the affidavit of mailing from Broadridge Financial Solutions, the company's transfer agent, which shows that on or about July 16, 2025, a notice of annual meeting and copies of the company's proxy statement and proxy card for this meeting were mailed to each shareholder of record as of the record date.
Copies of the certified list of shareholders, notice, affidavit of mailing, proxy statement, and annual report will be filed with the minutes of this meeting. Our Inspector of Elections has advised me that we have present in person and by proxy a sufficient number of shares to constitute a quorum subject to any final verification by the Inspector of Elections. Mr. Mason?
Thank you, Mr. Secretary. We are now ready to proceed to the proposals that you will vote on today. We will dispense with formal motions regarding each of the proposals, as all proposals have been duly introduced and presented. As set forth in the company's proxy statement, the shareholders are to consider five matters of business, which are described in detail in the proxy statement. The first proposal is to approve the amendment of HomeStreet' s Articles of Incorporation required in connection with the agreement and plan of merger dated as of March 28, 2025, by and among Mechanics Bank, HomeStreet, Inc., and HomeStreet Bank to, among other things: one, change the name of HomeStreet, Inc.
to Mechanics Bancorp; two, increase the number of authorized shares of HomeStreet common stock from $160 million to $1.9 billion and HomeStreet preferred stock from 10,000 to 120,000; and three, authorize the issuance of two classes of HomeStreet Common Stock: 1,897,500, sorry, 1,879,897,500 shares of which will be designated Class A common stock at no par value and 2,500,000 shares of which will be designated Class B common stock at no par value. The second proposal is to approve the issuance of HomeStreet Common Stock required in connection with the merger, which will represent: one, more than 20% of the shares of existing HomeStreet Common Stock outstanding immediately prior to the merger; and two, a change of control pursuant to applicable exchange listing rules. The third proposal is to approve and adopt the HomeStreet 2025 Equity Incentive Plan.
The fourth proposal is to approve, on an advisory, non-binding basis, the merger-related compensation payments that will or may be paid to the named executive officers of HomeStreet . in connection with the transactions contemplated by the merger agreement. The fifth proposal is to approve an adjournment of the HomeStreet special meeting if there are insufficient votes at the time of this special meeting to approve the HomeStreet Articles Amendment proposal or the HomeStreet Share Issuance proposal to permit further solicitation of proxies in favor of the HomeStreet Articles Amendment proposal or the HomeStreet Share Issuance proposal. Additional information about all proposals can be found in the company's proxy statement. Because no further business is on the agenda for this meeting, we will pause momentarily to finalize voting. The time is now 10:09 A.M. PT I declare that the polls are now closed to voting.
Based upon a review of the proxies received by the company, the preliminary results indicate that HomeStreet's shareholders have voted: one, for the amendment of HomeStreet's Articles of Incorporation required in connection with the agreement and plan of merger dated as of March 28, 2025, by and among Mechanics Bank, HomeStreet, Inc., and HomeStreet Bank to, among other things, one, change the name of HomeStreet from HomeStreet, Inc. to Mechanics Bancorp, two, increase the number of authorized shares of HomeStreet common stock from $160 million to $1.9 billion and HomeStreet preferred stock from 10,000 to 120,000, and three, authorize the issuance of two classes of HomeStreet Common Stock: 1,897,500,000 shares of which will be designated Class A common stock at no par value and 2,500,000 shares of which will be designated Class B common stock at no par value.
Two, for the issuance of HomeStreet Common Stock required in connection with the merger, which will represent, one, more than 20% of the shares of existing HomeStreet Common Stock outstanding immediately prior to the merger, and two, a change of control pursuant to applicable exchange listing rules. Three, for the adoption of the HomeStreet 2025 Equity Incentive Plan. Four, for the approval of, on an advisory, non-binding basis, the merger-related compensation payments that will or may be paid to the named executive officers of HomeStreet in connection with the transactions contemplated by the merger agreement.
Number five, for the approval of an adjournment of the HomeStreet special meeting if there are insufficient votes at the time of this special meeting to approve the HomeStreet Articles Amendment proposal or the HomeStreet Share Issuance proposal to permit further solicitation of proxies in favor of the HomeStreet Articles Amendment proposal or the HomeStreet Share Issuance proposal. Shareholders should be aware that these preliminary results are not official and are subject to change based upon the official tabulation by the Inspector of Elections. Final voting results will be reported in a Form 8-K to be filed by the company with the Securities and Exchange Commission. This concludes the formal business of our meeting, and that portion of our meeting is adjourned.
Before moving on, I want to express my personal thanks and the thanks of your Board of Directors for your attendance and participation today, as well as your support of our company. Thank you for your attention today during the formal part of our meeting. We will now take some time for questions and comments from shareholders or shareholder representatives regarding the matters presented at the meeting. These questions or comments can be made by typing in the box located at the bottom left corner of your screen under "Ask a Question." Again, we will continue to observe the rules of procedure that are posted on our webcast. I see there is one question in the queue from a shareholder.
The question is, "What is the difference between A and B shares?" I believe it is described in more detail in the proxy, but in simple terms, Class A shares are common shares with full voting rights. Class B shares are also common shares, but they do not have voting rights. That's a simple answer. Hopefully, that satisfies your question. I see no other questions in the queue at this time. I'll wait a moment to see if someone else would like to ask a question or make a comment on the matters considered today. I do not see any more questions. On behalf of your Board of Directors, I would like to again thank you for your continued support of HomeStreet and for attending our virtual meeting today. This now concludes our agenda. I hereby declare the meeting adjourned. At 10:14 A.M.
Thank you. This now concludes the meeting. Thank you for joining and have a pleasant day.