Good morning and welcome to 2021 Moderna Annual Stockholders Meeting. I would now like to introduce the first presenter, Noubar Afan,
Chairman of the Board. Good morning. I'm Noubar Afan, Chairman of the Board of Moderna. Thank you for joining us this morning and welcome to the Moderna 2021 Annual Stockholders Meeting. Although our company has made significant strides in helping combat the Today's meeting will be held virtually again and we appreciate your understanding of the precautions we've taken.
Before I call the meeting to order, I'd like to introduce to you the members of the Board and the executives who are joining us today. I'm accompanied in person from our office In Cambridge by Stephan Bansal, our CEO and fellow director. The rest of the Board is joining us virtually today. They include Stephen Berenson, Sandra Horning, Bob Langer, Betsy Nabel, Francois Nader, Paul Sagan and Liz Tallent. The officers of the company joining us in person and virtually today are Juan Andres, Marcello Damiani, Tracy Franklin, Laurie Henderson, Steven Ho, Corvin LaGoeff, David Meline and Tal Zaks.
Ms. Henderson, Moderna's General Counsel and Corporate Secretary will serve at the Secretary for this meeting. Before proceeding, let me just say on behalf of the Moderna Board, how impressed How much gratitude we feel towards this leadership team and the whole company for the sacrifices and effort put in during 2020, A crucial year for the company, for the biotech industry and for the world and being able to accomplish so much. I'd also like to introduce Pam Kelleher of Ernst and Young, Learner's independent registered public accounting firm, who is available to respond to appropriate questions. The meeting will now officially come to order.
We will proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement, which was sent to all shareholders of record as of the close of business on March 1, 2021. Following the presentation of the proposals and before the polling is closed, there will be an opportunity for shareholders to submit questions specific to those items. After the formal part of our meeting, I will ask Stephane to join me in addressing the questions we received from shareholders in advance of the meeting and to the extent time permits, we will also address questions that are submitted by shareholders through the virtual meeting platform. The meeting will be conducted in accordance with the rules of conduct that you have access to on the meeting Web Will the secretary please report at this time with respect to the mailing of the notice of the meeting and the stockholders list?
Thank you, Mr. Chairman. We have posted on the virtual platform a complete list of the stockholders of record of the company's common stock on March 1, 2021, the record date for this meeting. Shareholders of record on that date are entitled to vote at this meeting. A duplicate record of the list of stockholders has been on I was the secretary of the company for the last 10 days prior to the date of this meeting and has been available for inspection by any stockholder during that I also have an affidavit certifying that on March 11, 2021, the company's annual report on Form 10 ks, annual meeting notice, proxy statements and proxy cards were deposited in the United States mail to each of the stockholders of record at the close of business on March 1, 2021 designated to receive full set delivery.
At this time, I'd like to introduce Jennifer Borden. Ms. Borden has been appointed by the Board to act as Inspector of Election at this meeting. She has taken and subscribed the customary oath of office to execute her duties with strict impartiality. We will file this oath with the records of the meeting.
Her function is to decide upon the qualifications of voters, Accept their votes and when balloting on all matters is completed to tally the final votes. Will the secretary please report to tally the final votes. Will the Secretary please report at this time with respect to the existence of
a quorum?
I have been informed by the Inspector of Elections that proxies have been received for at least a majority of the shares of common stock outstanding on a record date. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.
Will the secretary please review the voting procedures.
Voting today is by proxy and virtual ballot. It is not necessary for stockholders to vote by virtual ballot if they have already submitted their proxy cards unless they wish to change their vote. Virtual ballots are available for any stockholder who wishes to vote by virtual ballot or to change their vote. Stockholders who are logged in using their control number may change their vote by clicking on the vote link on the website. Your submission of a virtual ballot will revoke all prior proxies.
Each share of common stock is entitled to one vote.
We will now proceed with the formal business of this meeting and the agenda that is accessible to you on the meeting website. There are 3 matters to be considered by stockholders at this meeting: the election of directors, approval of a non binding advisory vote to approve the compensation of our executive officers and the ratification of the independent registered public accounting firm, Ernst and Young LLP, for the year ended December 31, 2021. The secretary will now declare the poll is open.
The virtual voting tab is now open for voting on all matters to be presented. The virtual voting tab will be closed to voting after we go through the matters to be voted on. Questions that are specific to these items may be submitted on the platform.
The first item of business is the election of the Class III directors to serve until the 2024 Annual Meeting and until their successors are duly elected and qualified or such director's earlier death, resignation or removal. Based on the recommendation of the Nominating and Governance Committee of the Board, The nominees for Class 3 Director are Bob Langer, Betsy Nabel and Liz Tallent. All three nominees are current members of our Board and all three have consented to For proposal 1, the election of our Class 3 Directors requires a plurality to vote of the shares of common stock entitled to vote. No other persons having been nominated in accordance with the company's amended and restated by law. The nominations are now closed.
The Board of Directors unanimously recommends that stockholders vote in favor of this proposal. The second item of business today is the approval of A non binding advisory basis of the compensation of our named executive officers. As required by Section 14A1 of the Exchange Act, The Board is providing the stockholders an opportunity to approve on a non binding advisory basis the compensation of our named executive officers as described in detail in the proxy. The Board unanimously recommends that stockholders vote for approval on a non binding advisory basis of the compensation of the company's named executive officers. The 3rd item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of Ernst and Young LLP at the independent registered public accounting firm of the company for the fiscal year ending December 31, 2021.
For Proposal 3, a majority of the votes properly cast In the event that a majority of the votes properly cast do not ratify this appointment of Ernst and Young, We will review our future appointment for Cygnata. We will now proceed with the voting. Anyone who's voting by virtual ballot and have not already done so during the meeting, please click on the voting button on the virtual platform and mark your virtual ballot now. We will give everyone a moment to mark their virtual balance. The inspection of elections will not The time is 8:0:9 am on April 28, 2021, and the polls for each matter to be voted on at this meeting are now closed for voting.
No additional virtual ballots, proxies or votes and no changes or revocations will be accepted. May we have the preliminary results of the voting?
The preliminary report of the Inspector of Election covering the proposals presented at this meeting is as follows. Regarding the first proposal, each of Bob Langerf, Betsy Mable and Liz Tallent has received the requisite number of votes in favor of his or her election and has been elected as a Class III Director. The second proposal to approve on a non binding advisory basis the compensation of our named executive officers Has received the requisite number of votes in favor and the compensation of the named executive officers is approved. The 3rd proposal to ratify the selection of Ernst and Young LLP as the company's independent registered public accounting firm for the year ended December 31, 2021, has received a requisite number of votes in favor of their ratification. Their appointment is ratified.
The final results of voting, including any virtual ballots and The proxy is recorded during the meeting. We'll be set forth in the report of the Inspector of Elections and will be included in the minutes of the meeting. We expect to report our final voting results on our current report on Form 8 ks to be filed with the SEC within 4 business days.
I declare that all of the proposals presented at the meeting have been ratified or approved by the stockholders. There being no further business, the annual meeting is adjourned. Let me now ask Stefan Bansal, our Chief Executive Officer, to join me by making a few remarks and to assist in addressing the questions that we received from shareholders in advance of the meeting. To the extent time permits, we will also address those questions that are submitted by shareholders during this meeting. Before doing so, let me just say once more A direct note of appreciation to Stephane, only a few months ago marked the 10th anniversary of when he joined this journey to build Moderna And to look back at those 10 years and to see where we are only motivates us and I know him to think ahead over the next 10 years and to foresee what's possible in terms of the impact this company can have.
Thank you, Stephane. Over to you.
Before we begin, please note that during the Q and A session, we will be making forward looking statements as contemplated by the Safe Harbor provisions of the Private Securities Litigation Reform Act of Please see the accompanying presentation and our SEC filings for important risk factors that could cause our actual performance and results to differ materially from those expressed or implied in these forward looking statements. We undertake no obligation to update or revise the information provided during this presentation as a result of new information or future results or developments.
Thank you, Laurie. Thank you, the both, for the kind words. I'm lucky to have great support from a great team across the company and from the Board of Directors. Good morning or good afternoon, everybody. Thank you to all our shareholders for joining us this morning.
We received a significant number of questions in advance of the meeting on a broad area of topics, We would like to address those questions first. If we have time after going through these responses, we'll take questions from those of you joining us online this morning. I hope that those of you who are interested in Monona's progress over the last year have had the opportunity and taken the time to read my shareholder letter that we published in January, and it was included in the annual report. Our proxy statement also provides more information on governance matters in our executive conversation. And we are committed to providing you updates as we progress as demonstrated recently by our vaccine day presentation 2 weeks ago.
We hope you will also join us next Thursday on May 6, when we announce our earnings for Q1 of 2021. First, thank you to all of you who wrote with your congratulations, kind words and thanks. The entire Mona team is proud of the role we have Been able to play in fighting the pandemic and we appreciate hearing from you. Our success would not have been possible without your support who shared our beliefs in the possibility of mRNA medicine. But we recognize that our work is not done And we'll continue to work on producing as much vaccine as possible, while also staying ahead of the virus as new variants emerge to do what we can to get the pandemic under control.
Before I jump into answering questions, I think it's worth noting that most of the We are focused on 2 major areas. First, our COVID-nineteen vaccine, mRNA-twenty 3, and then Moderna's long term strategy and development for the rest of the platform. As I noted in my letter to shareholders, COVID-nineteen vaccine access and value creation during the year. There were a number of questions on the COVID-nineteen vaccine and I hope my answers will help illustrate how we aim to execute on the strategic priority. The next 3 strategic priorities all look beyond COVID-nineteen and I hope you will keep this in mind as they also help frame the responses to many of your other questions.
Those 3 of our priorities are priority number 2 for the company, Accelerate the vaccine development to advance our infectious disease vaccine pipeline and bring new important vaccines to market. Priority number 3, Generate human proof of concept data in autoimmune disease, in cardiovascular diseases, in oncology and in rare genetic diseases. Priority number 4, continue to expand the use of mRNA technology to maximize the potential impact we can have on patients. We are not done on mRNA technology or science. We are just getting started.
A number of you asked questions about our COVID-nineteen vaccine. I encourage you to listen to a presentation we gave during vaccine day on April 14, and that is available for replay on our Investor Relations webpage, where we address a number of questions that were submitted, particularly questions about our strategy for boosters and the length of protections provided by our mRNA-twelve seventy three vaccine. To summarize what we said there briefly, we are actively working on 3 different booster strategies, including: number 1, A booster strategy that utilizes our original mRNA-twelve seventy three, the vaccine currently authorized and used in many countries around the world. Our booster priority number 2 is a booster that is specific to the B351 variant of SARS CoV-two virus, which was first identified in South Africa, which we refer to as mRNA-twelve seventy three. 351.
And our booster strategy number 3 is a booster that combines our original mRNA-twelve seventy three, the one currently used MRN-twelve seventy three point three five one and we refer to this 3rd booster strategy MRN-twelve seventy three point two 11. We announced preclinical data for mRNA-twelve seventy three.351 and mRNA-twelve seventy three.211 ahead of vaccine day And both were shown to increase neutralizing cycles in mouse studies against the variance strengths, A positive sign as we seek to stay ahead of our balance. Our Phase 2 clinical study to evaluate the 3 approaches is ongoing And we expect human data soon. We anticipate that there will be likely a need for booster against COVID-nineteen going forward. The number of doses we are capable of producing will depend in part of ideal dosage and we are currently testing boosters at 50 micrograms and less.
I encourage you to listen to our 4th quarter earnings call next week, where we explain how our investments in new manufacturing capabilities at dosage level If you recall, Our current vaccine regimen requires 2 dose at 100 micrograms. A booster of only 50 micrograms could allow us to reach 4 times as many individuals for boosters as with our original vaccination series. We also have announced data that was published in the New England Journal of Medicine demonstrated that antibodies persisted in vaccinated individuals up to 6 months after the second dose of mRNA-twelve seventy three. Additionally, ahead of vaccine day, we announced data from our COVE study demonstrating that MRN-twelve seventy three continues to confer high level of protection 6 months after vaccination. The cohort study updated case count showed greater than 90% efficacy for mRNA-twelve seventy three, 6 months after vaccination In greater than 95% protection against severe case of COVID-nineteen.
We will continue to evaluate the efficacy of vaccine over time as part of a cost study and to share the data externally. We received several questions on when we think our vaccine might be available for adolescent and pediatric populations. As we disclosed at vaccine day, our clinical trials are ongoing. Our COVID-nineteen study for 12 to 17 years old is fully enrolled. And we are enrolling our CORE study, which is testing the vaccine in children aged 6 months to 11 years old.
A handful of shareholders ask whether we plan to supply our COVID-nineteen vaccine to COVAX and low income countries with some questions about providing specific countries with a vaccine. We continue to work discussions with COVAX to to provide a meaningful amount of vaccine to help combat the pandemic in low and middle income countries. Consistent with the access principles We announced last December and that you can find on our website. We are committed to providing vaccines to low income price per dose. Our objective as a company is to provide effective and affordable vaccine and therapeutics to all populations.
We are continuing to ramp up production to make this vision a reality. And we have continued to partner with other manufacturers, Building on the relationship with Lonza in early a year ago to ensure we can produce as much vaccine as possible. We have turned out in October of last year that we will not enforce our intellectual property rights while the pandemic is ongoing against others We are engaged in the production of COVID-nineteen vaccine, and we are willing to enter into licensing agreements for the post pandemic period. We believe these efforts are the most effective means of deploying the modernized technology to combat the pandemic around the world. We also received a question on whether the fact that we received U.
S. Government's financial support for the development of our COVID-nineteen vaccine who will be factored into pricing decisions for all COVID vaccines going forward. Actually, the U. S. Government received the best price for our vaccine among any high income country in recognition for the financial support we received from the U.
S. Government. We are very grateful for this support and the speed with which it allowed us to move forward last year in developing in the clinic our vaccine. As I noted a moment ago, we are committed to providing our vaccine to low and middle income countries at the lowest price through COVAX A handful of investors asked about our approach to reporting and monitoring of side effects from the vaccine. We are pleased with the safety and tolerability to date that we have seen on the vaccine.
We have more than 100,000,000 doses of a vaccine administered around the world. We will continue to report any side effects to local regulators and health officials as required under authorizations for a vaccine. A number of shareholders asked about our plans to for combination vaccines. As we discussed at vaccine day end, we are actively working on developing mRNA based seasonal flu candidates. We were first expected to enter the clinic this year.
We envision that in the future, We would like to be able to combine another vaccine for respiratory diseases into a single shot. We believe that using mRNA technology can produce a much more effective flu vaccine than traditional technology Due to our ability to develop our vaccine on a shorter time in response to data on annual flu strains. We'll also continue to explore ways to increase the stability of our vaccine as demonstrated with our announcement regarding mRNA-twelve eighty three, which is a COVID-nineteen vaccine that is designed for increased stability at refrigerator temperature. We are hopeful that this will allow us to reach more patients that may not be in areas with cost change infrastructure. Looking beyond our COVID-nineteen vaccine, a number of you asked questions about the rest of our pipeline, and I'd like to address those questions now.
As I noted previously, I would encourage you to read my letter to shareholders in the annual report and listen to our back end presentation. I hope this presentation will make clear that we have to deploy our mRNA technology to combat a broad number of diseases. We never set out to be a 1 drug company and such as with the COVID-nineteen vaccine will also allow us to reinvest in a number of programs. We currently have 24 programs in development and we have discussed them at length in several of our investor presentation. One of our key strategic objective is to go big in infectious disease, including pursuing a 2 vaccines, which I outlined a moment ago, as well as continuing to advance our program for vaccine against CMV, sickle megalovirus, which is another one cause of congenital birth defects and RSV, one of the most harmful respiratory disease, particularly for the elderly and the pediatric population.
We also have announced several public health vaccine programs to help protect people around the world, including programs to develop vaccines against HIV, the Deepa Paras and Zika. We believe that our success with the COVID-nineteen vaccine provides us with both the financial resources and the technical know how to aggressively pursue these other programs and we have a strong appetite to invest in our pipeline. We believe that our 10 year of experience in this field give us an advantage that cannot easily be replicated by others who may seek to enter the field of mRNA based medicine. Beyond infectious disease, our first strategic objective It's to generate human proof of concept data in oncology, cardiovascular diseases, rare genetic diseases and autoimmune diseases. I encourage you to look at the pipeline section of our Investor Relations website for more detailed overview on these programs.
We received a handful of questions asking for an update on our cancer vaccines. As any follower of Moderna will know, we have 2 cancer vaccine programs in the clinic, a personalized cancer vaccine called PCV and the vaccine against neoantigens related to a common oncogene called KRAS. Both conducted in collaboration with Merck. The PTV program is in Phase 1 and also in Phase 2 clinical trials. The KRAS program is Phase 1 trial.
This program got into progress. We received a few questions on Moderna's political engagement and contributions. And I would like to set the record straight And to remind our investors that as a company, we do not engage in political giving and we have no plan to do so. We also do not sponsor an employee pack. The last category of questions that I will cover before handing back to Nubar Our questions related to our financial performance and capital allocation.
Several shareholders asked how we expect the COVID-nineteen rollout We've got our financial and stock performance. While I obviously cannot comment on how the market will react to our performance, We did announce in the Q4 earnings call that we anticipate that we will be profitable this year if we are successful in rolling out our COVID-nineteen vaccine. The Head of Vaccine Day, we announced we have delivered 132,000,000 doses of our vaccine worldwide as of April 12, And we'll continue to shift more doses in the 2 weeks since that time. We hope to deliver $700,000,000 to $1,000,000,000 doses of vaccine in 2021. As I noted previously, we currently envision reinvesting the proceeds from this vaccine sales in the development of a reservoir pipeline, We're rather than changing our approach to capital allocation.
With that, let me hand it back to Mubar for additional questions. Mubar?
Thank you, Stephane. Let me address a few more questions that were submitted in advance before we open it up to questions in the queue from shareholders listening today. A few questions we received related to sales by some of our company inside of the Moderna stock and the speculation that fueled in the market behind the reason for those sales as well as our policies related to 10b5-1 plans. As I believe most of our investors appreciate, Many of our investors, executives and directors have invested much of their time and capital in building Moderna over the last decade from a concept into a groundbreaking company. Like many biotechs and other startups, much of the competition that would date to our executives and directors came in the form of stock rather than cash.
And following our IPO late in 2018, a number of individuals began to put in place plans to monetize as part of their stockholders. These 10b5-1 plans require that decisions on stock sales be set well in advance and when the person transacting is not in position of any Material non public information of the company. Last August, we announced that no new sale plans will be entered by our executives or directors Until we have clarity on the development of mRNA-twelve seventy three and indeed we did not permit any trading plan to be entered or modified until late December after the FDA granted authorization for the vaccine. When we permitted our team to enter into 10b5-1 plans, Once again starting last December, we extended the cooling off period for when those plans could trigger beyond the several week period already in place previously. We have robust stock ownership policies in place that apply to our officers and directors, which are described in the proxy, and we are committed to ensuring that our leadership team and our investors who are online.
A handful of investors asked questions about our executive compensation policies and our approach to compensation for our broader employee base. As I noted a moment ago, a key pillar of our compensation program is to ensure that our executive team and our broader employee proposition are aligned with investors. While we feel it is important to pay our team competitively to attract and retain the best outcome possible, we believe in paying for performance and so more of our compensation is weighted towards Equity that bets over time. But all of our employees receive equity in the company as part of their compensation and last year, our media employee Made about $159,000 The Board also received a vast majority of its composition in equity rather than cash promoting their alignment with investors as well. Lastly, we received several questions on the topic of promoting ethnic diversity on our Board of Directors, particularly for underrepresented ethnic groups and among our senior management team.
We've made significant strides in terms of gender diversity on the Board in the last few years, We recognize that there's more work that can be done to increase diverse representation on the Board. I appreciate the spirit of the question. And while we do not have a firm timeline in place on our recruitment efforts. Please note that we'll take this feedback into account as we consider future director candidates. In terms of our workforce, we are making strides there as well, But we have more work to do.
35% of our employees identified as racially or ethnically diverse as of the end of last year, up from 32% the prior year. With that, let me welcome our Head of Investor Relations, Lavin Talukdar, to help us with some of their questions some of the questions that we received from investors during the meeting. We'll stay on for a few more minutes to take those questions.
Thank you, Noubar. We have received a question this morning that was not addressed in the for Q and A remarks. The questioner asked, can you comment on the timing of deliveries of the Moderna COVID-nineteen vaccine to countries outside of the United States.
Thank you, Lavina, and thank you for your question. So we shipped our first product outside the U. S. To Canada In December 2020, that product was the first product that came out of our supply chain made outside the U. S.
The drug substance was manufactured in Switzerland at Lonza and the product was filled at Rovi in Spain, then was shipped to Canada. As we noted at Vaccine Day, the supply chain outside the U. S. Is around 1 quarter behind the Supply chain in the U. S.
In terms of its ramp up. This is due to the fact that we had a plant in the U. S. Before the pandemic started in Massachusetts, But we did not have a plant outside the U. S.
It is actually quite remarkable that we were able to ship in just a few quarters starting from scratch Product already in December 2020 and I think it's a testimony to the work of our team and the work of our partners. And so we are on track to track roughly 1 quarter behind the U. S. Supply chain in the outside the U. S.
Supply
chain. Thank you.
That will complete the question and answer period. Thank you all for attending and thank you for your continued support.
Thank you. The Moderna Annual Stockholders Meeting has now come to an end. Thank you for attending. You may now disconnect.