Monolithic Power Systems, Inc. (MPWR)
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AGM 2021

Jun 10, 2021

Operator

Hello, and welcome to the annual meeting of stockholders of Monolithic Power Systems. Please note that today's meeting is being recorded. During the meeting, we'll have a question and answer session. If you have registered with us, you can submit questions or comments at any time by clicking on the message icon. It is now my pleasure to turn today's meeting over to Saria Tseng, the Vice President and General Counsel. Ms. Tseng, the floor is yours.

Saria Tseng
VP and General Counsel, Monolithic Power Systems

Thank you, operator. Good morning, ladies and gentlemen. My name is Saria Tseng, and I'm General Counsel of Monolithic Power Systems. I will act as secretary of the meeting and record the minutes. It is a pleasure to welcome you to the MPS annual meeting of stockholders. The meeting is now called to order. Before proceeding to the formal business, I would like to introduce the following participants: Bernie Blegen, Chief Financial Officer, Evan Cass, who is a partner with our independent audit firm, Ernst & Young. I have proof by affidavit signed by William Ballentine, an employee of Computershare, that the annual meeting mailing was completed on April 30th, 2021, to all registered stockholders of the record at the close of business day on April 19th, 2021.

Additionally, I have an affidavit signed by Joanne Vogel, an employee of Broadridge Financial Solutions, that the annual meeting material mailing to the beneficial stockholders was completed on May 7th, 2021. These affidavits, together with copies of the annual meeting notice, proxy statement, and proxy card, will be filed with the minutes of the meeting. The board of directors has designated me as the inspector of the election. I have executed an oath to carry out the duties impartially and to the best of my ability. The oath of the inspector of the election will be filed with the minutes of this meeting. We have present, by proxy, a sufficient number of shares to constitute a quorum. I declare the meeting to be duly convened for purpose of transacting such business as may properly come before it. If you have already cast your vote, we have accounted your vote.

Those of you have not yet voted and have registered with Computershare to attend this virtual meeting, you may vote during this webcast, and your votes will be counted. Moving on to the formal business of the meeting. The first item of business is the nomination and the election of two directors to serve until the annual meeting in 2024 and until their successors are duly elected and qualified. The following two directors are nominated by the board of directors, Eugen Elmiger and Jeff Zhou. The second item of business is ratification of the independent auditors. The board of directors has appointed Ernst & Young independent auditors to audit the company's financial statements for the fiscal year ending December 31st, 2021. The stockholders are voting on whether to ratify this appointment.

The third item of business is an advisory vote on the 2020 compensation of the company's executive officers as disclosed in the compensation disclosure and analysis in the proxy statement. This item is commonly referred to as say-on-pay vote. I now declare the polls closed. As Inspector of Election, I would like to report on the preliminary results of votes cast. I hereby report that there were 42.3 million shares of common stock entitled to vote represented at this meeting, either in person or by proxy, comprising 92% of the outstanding common stock of the company as of the record day of April 19, 2021. In voting for directors, I hereby report that 34.2 million shares were in favor of the appointment of Eugen Elmiger, representing 84% of the votes cast, and 39.1 million shares were in favor of appointment of Jeff Zhou, representing 96% of the votes cast.

Both directors are therefore re-elected. In voting for the ratification of Ernst & Young as auditors of the company, I hereby report that 42.3 million shares were in favor of this appointment, representing 100% of the votes cast. The appointment of Ernst & Young as the company's independent auditors is therefore ratified. In voting for the say-on-pay proposal, I hereby report that 35.8 million shares were in favor of this proposal, representing 88% of the votes cast. The executive compensation is therefore approved. The final number of the votes will be included in the minutes of the meeting and in an 8-K that will be filed with the SEC within four business days. This concludes the formal proceeding. The meeting is now open for questions. Operator, are there any questions?

Operator

No.

Saria Tseng
VP and General Counsel, Monolithic Power Systems

Great. The meeting is now adjourned. Thank you.

Operator

This concludes the meeting. You may now disconnect.