Good morning and welcome to the PriceSmart Inc. 2025 Annual Meeting of Shareholders. It is now my pleasure to introduce Mr. Robert Price. Please go ahead.
Good morning, ladies and gentlemen. My name is Robert Price, and I'm Chairman of the Board and Interim Chief Executive Officer of PriceSmart. It is my pleasure to welcome you to the 2025 Virtual Annual Meeting of the Company's stockholders. We have stockholders attending via the web portal, and the 800 members in the [Western Valley]. I'd like to now formally call to order the Annual Meeting.
This meeting is being held to elect directors, to hold an advisory vote on executive compensation, to approve an amendment to the Company's Amended and Restated 2013 Equity Incentive Award Plan, to increase the number of shares of common stock available, to grant awards by 750,000 shares, and to ratify the selection of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the fiscal year ending August 31, 2025, and to transact such other businesses may properly come before the meeting. At this time, I would like to introduce the individuals who are nominees to elect the Board of Directors. They are Sherry Bahrambeygui, Jeffrey Fisher, Gordon Hanson, Beatriz Infante, Leon Janks, Patricia Marquez, David Price, David Snyder, John Thelan, Edgar Zurcher, and myself, Robert Price. We are also joined here today by Ernst & Young independent auditors.
Additionally, I'd like to introduce Francisco Velasco, Chief Legal Officer and Secretary of PriceSmart, who will now make a preliminary comment.
Thank you, Robert. Good morning. Please note that statements made at this meeting may contain forward-looking statements concerning the Company's anticipated future plans, revenues, and related matters. These forward-looking statements include, but are not limited to, statements containing the words "expect ," "believe," "will," "may," "should," "estimate," and similar expressions. These statements are subject to risks and uncertainties that could cause actual results to differ materially, including the risks detailed in the Company's Form 10-K filed with the Securities and Exchange Commission on October 30, 2024. We assume no obligation and expressly disclaim any duty to update any forward-looking statement to reflect the occurrence of events or circumstances that may arise after the date of this meeting. I will now report on the mailing of the Notice of Annual Meeting and Proxy Materials.
I'm advised that there is a quorum present so that the meeting may begin. The Notice of Meeting, Proxy Statement, Form of Proxy, and the Company's Annual Report were all distributed on or about December 18, 2024, to all stockholders of record as of December 9, 2024. As of the record date of this meeting, there were 30,662,345 shares entitled to vote. I have the official stockholder list showing the name, address, and number of shares held by each stockholder of record, as well as an affidavit certifying the mailing. The list of stockholders and the affidavit of mailing will be available for stockholders for signing to review them. They are represented at this meeting in person or by proxy at least 94% of the shares of common stock outstanding. That all is more than a majority of voting power of all shares, and the meeting may proceed.
Thank you, Francisco. A quorum is present, and the meeting is therefore called to order.
that, the business. The following matters to be voted on at this meeting are now open. Any stockholders who haven't yet voted or wish to change their vote may do so by clicking on the voting button on the web portal and following the instructions there s tockholders who are sending proxies that were voted by telephone or internet and do not want to change their vote do not need to take any action. The first proposal for this meeting is the election of directors. The slated nominees for the Board of Directors consists of 11 nominees for directors. Information about the 11 nominees is set forth on pages 5 through 18 of the proxy statement. The second proposal for this meeting is to approve, on an advisory basis, the compensation for the named executive officers as set forth in the Company's proxy statement for this Annual Meeting.
The third proposal for this meeting is to approve an amendment to the Company's amended and restated 2013 Equity Incentive Award Plan to increase the number of shares of common stock available for grant thereunder by 750,000 shares. If approved by stockholders, the amendment will become effective as of February 6, 2025. The fourth proposal for this meeting relates to ratification of the selection of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the fiscal year ending August 31, 2025. The proposal will be voted on shortly. If you have not yet voted, you can please do so now using the voting button on the web portal. I will now ask the named proxies to cast their ballots once they have done so for the proposal.
Now that everyone has had the opportunity to vote, I now declare the polls closed for the 2025 PriceSmart Annual Meeting of Shareholders. Mr. Velasco, please report on the specific results of the ballot. Thank you, Robert. Yes, as Inspector of Elections, I will provide a report on the results. With regard to proposal number one, the election of directors, a plurality of the shares present and voting in person or by proxy at this meeting is required to elect directors. Each of the 11 nominees for the Board of Directors has received affirmative vote with a plurality of the shares present and voting in person or by proxy at this meeting, with each nominee having received considerably more affirmative votes than required for their election.
With regard to each proposal two, the advisory vote on executive compensation, proposal three, the vote to approve an amendment to our Amended and Restated 2013 Equity Incentive Award Plan, and proposal four, the ratification of the selection of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm, the affirmative vote of a majority of the aggregate shares present and voting in person or by proxy at this meeting is required for approval. The advisory vote on compensation of the named executive officers, as disclosed in the proxy statement for this meeting, was approved by no less than 99% of the shares present and voting in person or by proxy at this meeting.
The amendment to our Amended and Restated 2013 Equity Incentive Award Plan to increase the number of shares of common stock available for the grant of awards by 750 shares was also approved by no less than 92% of the shares present and voting in person or by proxy at this meeting, and finally, the ratification of the selection of EY, as disclosed in the proxy statement for this meeting, was also approved by no less than 98% of the shares present and voting in person or by proxy at this meeting.
Thank you, Francisco. I declare the formal meeting to be adjourned.
Thank you, Robert. We will now open for any questions. If there's any questions, we'll take a minute and look at the portal. Don't see any questions come in. So thank you very much for your attendance, and have a great day.
The conference has now concluded. Thank you for your participation. You may now disconnect your lines.