Good morning, everyone. My name is Eric Affeldt, the current lead independent director for the board of directors of Strata Critical Medical, Inc., and I'd like to welcome all of you to the 2026 Annual Meeting of Stockholders. Thank you for joining us today. As disclosed in the company's public filings, today will be my final day of service as a director of Strata Critical Medical. It has been a privilege to serve on the board, and I look forward to the company's continued success. I'd also like to recognize Susan Lyne's final meeting as a director for Strata Critical Medical, and again, we thank her as well. I will now turn the meeting over to Andrew Lauck, who is standing for election today as a director, and if elected, is expected to serve as the company's lead independent director following the annual meeting.
Andrew has been a longtime shareholder for Strata and I'm quite confident will be an excellent Lead Independent Director. Andrew will serve as today's Chairman for our meeting.
Thank you for the introduction, Eric. I would also like to take a moment on behalf of the entire board to thank you and Susan for your years of service to the board and the company. Your guidance has been invaluable, and we wish you both the best in your future endeavors. Good morning, everyone. I am Andrew Lauck. In accordance with our bylaws, I will be acting as chairman of this meeting. Along with my fellow directors and the executive officers of the company, I would like to thank you for your attendance, your interest, and most importantly, your support of Strata Critical Medical. As you are aware, we are holding this meeting virtually. Stockholders may submit questions at any time during this meeting in the space provided on the virtual meeting screen.
This annual meeting of stockholders is held pursuant to the bylaws of the company and written notice to all stockholders. During the annual meeting, questions from stockholders should pertain to the proposal then being considered. Stockholders wishing to ask other questions will be given an opportunity to do so following the meeting. After introducing the directors and officers in attendance and addressing a few procedural matters, we will take up the items to be acted upon. I would also ask that all participants observe the rules of conduct governing this meeting, which are posted on the virtual meeting screen. The rules of conduct include, among other things, time limits for questions during the question and answer period. I would like to also introduce you to and welcome each member of our board of directors who is present at today's meeting.
With us, in addition to myself and Eric, we have Robert Wiesenthal, non-executive chairman of the board, Will Cook, Reginald Love, Edward Philip, Susan Lyne, Melissa Tomkiel, who serves as the company's co-CEO and general counsel, and Will Heyburn, who also serves as the company's co-CEO and chief financial officer. Melissa Tomkiel, our co-CEO and general counsel, will act as secretary and timekeeper of the meeting for us today. In addition, I am pleased to welcome Brendan Massey, a representative of Deloitte & Touche LLP, our independent registered public accounting firm. Although Deloitte has indicated that it does not wish to make a statement, Mr. Massey is available to respond to appropriate questions during the general question and answer period. I would like to also introduce Andrew Wilcox, representing Broadridge Financial Solutions, Inc., who has been appointed by the board to act as Inspector of Elections for this meeting.
He has previously taken his oath as our Inspector of Elections. Will the secretary please report on the proof of notice of meeting?
Thank you, Mr. Chairman. I have an affidavit of mailing from Broadridge Financial Solutions certifying as to the giving of notice of this meeting and the sending to stockholders of record as of March 31st, 2026, the notice of internet availability of proxy material, all of which Broadridge commenced distributing to stockholders on April 14th, 2026. I also have a copy of the company's annual report for the 2025 fiscal year, which includes financial statements certified by Deloitte & Touche LLP, our independent registered public accounting firm for the 2025 fiscal year. A copy of this annual report was sent or made available to each stockholder entitled to vote at this meeting. An electronic copy of the annual report is available on the website used to access this meeting.
The notice of meeting and the affidavit of mailing, together with the attachments thereto, the annual report, and the oath of the Inspector of Elections, will be filed with the minutes of this meeting.
The secretary has the list of the holders of record of the common stock of the company at the close of business on March 31, 2026, which was the record date set by the board. This list of stockholders has been open for examination by any stockholder for any purpose germane to the annual meeting for a period of 10 days prior to this meeting by contacting our investor relations department. This list is available for inspection during this meeting by any stockholder on the website used to access this meeting. The secretary will file a copy of the list of stockholders with the records of the company. Ms. Tomkiel, will you please present your report of attendance at this meeting so that we can determine whether a quorum is present?
Yes, Mr. Chairman. On March 31st, 2026, the record date for this annual meeting, there were outstanding and entitled to vote a total of 86,446,690 shares of common stock. I have been informed by the Inspector of Elections that there are 59,243,819 shares of stock represented by proxy, or approximately 69% of the shares entitled to vote at this annual meeting. The shares so represented exceed 50% of the total shares entitled to vote at this meeting and therefore constitute a quorum.
Thank you, Ms. Tomkiel. On the basis of the report of the Secretary and the Inspector of Elections, I find that proper notice has been given and that a quorum is present. Accordingly, this meeting has been duly convened. It is 9:06 A.M. Eastern Standard Time on May 28th, 2026, and the polls for voting on all matters are open. All Strata Critical Medical 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 via the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again.
After voting has been completed on all matters on the agenda, we will close the polls and the Inspector of Elections will provide his preliminary report. We'll move now to a review of the proposals. The polls will remain open while the proposals are presented and until I declare them closed. The first proposal to come before the meeting is the election of directors. At this meeting, we will be electing two class 2 directors to hold office until our 2029 annual meeting of stockholders. If elected, these directors shall serve until their successors have been duly elected and qualified or until such director's earlier resignation or removal. The nominees are Will Heyburn and Andrew Lauck. The board has recommended you vote in favor of each of the nominees. The two nominees receiving the highest number of votes at this meeting will be elected.
Information concerning these nominees and other matters which may be of interest are contained in the company's proxy statement. No other nominations were received prior to the deadline established in the company's bylaws. Therefore, no additional nominations may be made at this meeting, and I declare the nominations to be closed. Are there any questions or comments on the first proposal? Seeing none, we will now move to the second proposal. The next matter to come before the meeting is the ratification of the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026. The board recommends that you approve the appointment of Deloitte & Touche LLP to serve as the company's independent registered public accounting firm and to audit the company's financial statements for the fiscal year ending December 31st, 2026.
Are there any questions or comments on this proposal? Seeing none, we will now move to the third proposal. The next matter to come before the meeting is an approval on an advisory non-binding basis of the compensation of our named executive officers, a say on pay vote. The board recommends that you vote for the advisory say on pay vote. In accordance with the stockholders' prior advisory vote on the frequency of future say on pay votes, this vote is being held on an annual basis. Are there any questions or comments on this proposal? Seeing none, this concludes our presentation of the proposals at this meeting. The polls are about to close, so if you've not yet voted, please do so. It is now 9:10 A.M. Eastern Standard Time, and the polls are closed.
I will now ask the Secretary to announce the preliminary results based on the preliminary report of the Inspector of Elections.
Thank you, Mr. Chairman. Based on the Inspector of Elections preliminary report, on the first proposal, the two nominees receiving the highest number of votes cast in their favor of their election are Will Heyburn and Andrew Lauck. As a result, each of these individuals has been elected a class two director of the company to hold office until our 2029 annual meeting of stockholders. Congratulations, Will and Andrew. On the second proposal, a majority of the votes cast were in favor of the ratification of the appointment of Deloitte as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026, and therefore, the appointment has been ratified. On the third proposal, a majority of the votes cast were in favor of the advisory resolution approving the compensation of our named executive officers.
Although this say on pay vote is advisory, our board and, in particular, the Compensation Committee, which is responsible for the design and administration of our executive compensation program, value the opinions of our stockholders expressed through your vote on this proposal. The board and the Compensation Committee intend to consider the outcome of this vote in making future compensation decisions for our named executive officers. We will file the final report of the Inspector of Elections with the records of this meeting. We expect to report the results of the voting on a Form 8-K to be filed with the SEC within four business days of this meeting.
That concludes the formal business for the annual meeting. It is 9:12 A.M. Eastern Standard Time, and the formal meeting is now adjourned. We will now move to a general question and answer period. Please follow the instructions provided on the virtual meeting screen to submit questions and be mindful of the rules of conduct, especially regarding the time limit. I will now conclude today's meeting. If you did not have a chance to submit your questions, you are welcome to submit them to Strata Critical Medical's Investor Relations Department at investors@srta.com. On behalf of the company, I thank you for attending today's meeting and for your continued support of Strata Critical Medical.