Day, and welcome to the Super Micro Computer, Inc annual meeting. I would now like to turn the conference over to Charles Liang. Please go ahead.
Welcome to the annual general meeting of shareholders of Super Micro Computer, Inc. It's now 2:00 P.M., and the meeting is now called to order. My name is Charles Liang. I am the chairman of the board and CEO of Super Micro. This meeting is held pursuant to our bylaw and a written notice to all stockholders. In accordance with the bylaw, I will be presiding over this meeting. During the meeting, any questions from shareholders should pertain only to the proposals being considered. We request that if you have any such questions, please submit them through the virtual meeting screen, and we will address appropriate questions as time permits. After the proposals have been presented, we will not be conducting a general question and answer section at this year's meeting. We will first address a few procedural matters before we proceed with the agenda items.
Several of our directors are present at today's virtual meeting. Also in attendance are David Weigand, our Chief Financial Officer and Corporate Secretary, Suzanne Miller of CT Hagberg LLC, who will serve as the inspector of elections, and Aftab Jamil of BDO USA, P.C., our independent registered public accounting firm. Although the BDO representative will not be making a general statement, they are available to respond to appropriate questions. I will now turn the meeting over to David, who will review the requirements for this meeting and the proposals under consideration by shareholders. David.
Thank you, Charles. We have an affidavit from Broadridge, a corporate services company that is assisting us with the meeting, certifying that each stockholder of record and each identifiable beneficial owner as of February 17, 2026, which is the record date for this meeting, was mailed on or about March 3rd, 2026, a Notice of Internet Availability of Proxy Materials containing instructions on how to access the proxy statement and annual report for the year ended June 30, 2025, how to vote via the internet or by telephone, and how to receive a paper copy of the proxy materials by mail, and that such materials are available at www.proxyvote.com and on the website used to access this meeting.
Additionally, the list of stockholders entitled to vote at this meeting has been open to the examination of stockholders at the company's executive offices for more than 10 days prior to this meeting, as required by Delaware law, and is available for inspection during this meeting by any shareholder through the website used to access this meeting. Various affidavits regarding the mailing of the proxy materials and the maintenance of the stockholder lists and the oath and certificate of the inspector will be filed with the minutes of this meeting. The named proxies for this meeting are Charles Liang and myself. If you have returned a proxy with your vote prior to the meeting, the proxy holders will vote your shares as you indicated on the proxy.
After the votes for all matters are collected and tabulated, the polls will be closed, and I will report the preliminary results of such voting based upon information from the inspector of elections. Suzanne Miller of CT Hagberg LLC is hereby appointed to serve as the inspector of elections, and she will determine the presence of a quorum and tabulate the results of the voting. She has filed an oath of office for inclusion in the minutes of this meeting. Ms. Miller has informed us that she has examined the proxies received prior to the meeting and has confirmed that more than 50% of the company's common stock outstanding and entitled to vote at this meeting are represented by proxies. Therefore, a quorum is present for the transaction of business at this meeting in accordance with our bylaws.
Since the requirements for calling this meeting have been duly observed and there are represented here more than the necessary number of shares of the outstanding common stock of our company to constitute a quorum, I hereby declare this meeting to be duly constituted for the transaction of all business. The polls for voting on all matters are now open. All stockholders entitled to vote at this meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so on the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again by online ballot. After voting has been completed on all matters on the agenda, the ballots will be collected and counted.
The inspector of elections will collect any ballots submitted online during this meeting. The formal business of this meeting is listed in the notice of this meeting and proxy materials that were provided to stockholders. To briefly review the four agenda items for today: A, is a proposal to elect three Class One directors. B, a proposal to approve, on a non-binding basis, compensation of our named executive officers. C, a proposal to ratify the board's selection of BDO USA, P.C. as independent auditors for fiscal year 2026. D, a proposal to approve a further amendment and restatement of the Super Micro Computer, Inc 2020 Equity and Incentive Compensation Plan. The first matter to be voted upon is the election of three Class One directors.
Stockholders have been asked to elect three Class One directors to hold office until the annual meeting following fiscal year 2028, or until their successors are duly elected and qualified. The board of directors recommends the election of Charles Liang, Tally Liu, and Sherman Tuan as Class One directors. No other nominations have been received in accordance with the company's bylaws, and the nominations for Class One director are closed. The second order of business concerns providing stockholders with the opportunity to vote to approve on a non-binding advisory basis the compensation of our named executive officers as disclosed in the proxy statement. The board recommends a vote for such approval and the adoption of the following resolution by stockholders.
Resolved, that the stockholders of Super Micro Computer, Inc a pprove on an advisory basis the compensation of the company's named executive officers, as disclosed in the company's proxy statement for the annual meeting pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the compensation discussion and analysis, the compensation tables, and the related narrative discussion. The third order of business concerns the ratification of the appointment of the company's independent registered public accounting firm.
The audit committee of the board of directors has appointed BDO USA, P.C. as the company's independent registered public accounting firm for the fiscal year ending June 30, 2026. The board of directors recommends a vote for ratification of the appointment of BDO USA, P.C. The fourth order of business is a proposal to approve the further amendment and restatement of the Super Micro Computer, Inc 2020 Equity and Incentive Compensation Plan.
Previously, upon recommendation of the Compensation Committee, the board of directors approved and adopted, subject to the approval of the company's shareholders at the annual meeting, the further amendments and restatements of the Super Micro Computer, Inc 2020 Equity and Incentive Compensation Plan. The board of directors recommends a vote for the approval of the further amendment and restatement of the Super Micro Computer Inc 2020 Equity and Incentive Compensation Plan. We can now address questions regarding these proposals. All right. As noted in the rules and procedures for the conduct of the annual meeting, today's meeting is focused on the formal proposals before stockholders, and questions relating to the company's financials or other matters are outside the scope of what we are addressing today. We appreciate your understanding and encourage you to refer to the proxy statement and the company's other public filings and press releases for further information.
Pursuant to the company's bylaws, only business that has been properly brought before this annual meeting can be transacted at this annual meeting. Stockholders who wish to bring any matter of business before a meeting of the company's stockholders must comply with the requirements of our bylaws and U.S. federal securities laws. No stockholder has provided notice with respect to any proposed business, therefore, no other business may be transacted at this annual meeting. With respect to the required votes to approve each of the proposals, number one, the election of Class One directors requires, as to the nominees, a plurality of the votes cast by the holders of common stock present or represented by proxy and voting at this meeting.
Two, each of the votes to approve the compensation of our named executive officers on a non-binding advisory basis, to ratify the appointment of the independent registered public accounting firm, and to approve the further amendment and restatement of the 2020 Equity and Incentive Compensation Plan requires the affirmative vote of a majority of shares present in person or represented by proxy and entitled to vote. This concludes the discussion on proposals for today's meeting. Since all those desiring to vote have done so, I hereby declare the polls closed at 2:12 P.M. Pacific Time. According to the preliminary report of the Inspector of Elections, the nominated Class One directors have been elected to hold office until the annual meeting following fiscal year 2028, or until their successors are duly elected and qualified.
In addition, stockholders have approved the compensation of our named executive officers on a non-binding advisory basis, have ratified the appointment of the independent registered public accounting firm, and have approved the further amendment and restatement of the 2020 Equity and Incentive Compensation Plan. The full voting results will be reported within four business days on a Form 8-K, which will be filed with the Securities and Exchange Commission. I will now turn the meeting over to Charles Liang, our CEO, who will conclude the meeting.
Thank you for attending this meeting. This meeting is now adjourned.
The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.