Hello and welcome to the annual meeting of stockholders of SoundThinking. Please note that today's meeting is being recorded. You may submit questions or comments at any time by clicking on the Q&A icon. It is now my pleasure to turn today's meeting over to Deborah Grant, our Chair of the Board. Ms. Grant, the floor is yours.
Good morning. My name is Deborah Grant, and I'm the Chair of the Board of Directors of SoundThinking. I'm very happy to welcome you to the SoundThinking 2025 Annual Stockholders Meeting. As you know, we are hosting our annual meeting through a virtual online platform hosted by ComputerShare. We believe this provides expanded stockholder access and participation and improved communications while affording stockholders the same rights as if the meeting were held in person, including the ability to vote shares electronically and ask questions in accordance with our rules of conduct. With that in mind, I want to thank you all for taking the time to join us. Please note that the rules of conduct for the meeting are available for your review by clicking on the document link near the top right of the webcast portal.
We ask that you save your questions until the end of the meeting when we will have time for a short question-and-answer session. This meeting is being recorded. Before I call this meeting to order, I would like to introduce to you the members of the SoundThinking Board and the business team who are with us today. The other members of the Board with us virtually today are Ralph A. Clark, President and Chief Executive Officer, Burton Goldfield, Roberta Jacobson, Ruby Sharma.
In addition to Ralph, the officers of the company with us virtually today are Alan Stewart, our Chief Financial Officer, Paul Ames, our Senior Vice President, Products and Technology, Medha Bhadkamkar, our Vice President, Engineering, Larry Jackson, our Senior Vice President, Customer Success and Analytics, Gregg Makuch, our Senior Vice President, Marketing, Anne Mueller, our Senior Vice President, Human Resources, and Mark Page, our Senior Vice President, Field Engineering, Customer Support and Training. I would also like to introduce Matt Tredinnick and Matt Slama of Baker Tilly, the company's independent registered public accounting firm, who are in attendance virtually and available to respond to appropriate questions as needed. 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.
After the formal part of our meeting, we will give you an opportunity to ask any questions you may have. Will the Secretary please report at this time with respect to the mailing of the Notice of the Meeting and the stockholders' list?
I have at this meeting a complete list of holders of record of the company's common stock on April 10, 2025, the record date of this meeting. I also have an affidavit certifying that on or about April 24, 2025, a Notice of Annual Meeting of Stockholders of the company was deposited in the United States mail to all stockholders of record at the close of business on April 10, 2025.
At this time, I'd like to introduce Jennifer Lippold, a representative of ComputerShare Trust Company who is present virtually. I am appointing her to act as Inspector of Election at this meeting. Jennifer 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 at this time with respect to the existence of a quorum?
I have been informed by the Inspector of Election that proxies have been received for 9,978,265 of the shares of common stock outstanding on the record date, which represents approximately 79% of the total number of outstanding shares of 12,666,095. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.
We will now proceed with the formal business of this meeting. Will the Secretary please open the polls for voting?
The time is now 9:06 A.M. Pacific Time on Wednesday, June 4, 2025, and the polls are now open for voting on all matters to be presented. There are three proposals to be considered by the stockholders at this meeting.
Proposal 1, election of directors. The first item of business is the election of two Class 2 directors to serve until the 2028 Annual Meeting and until their successors are elected or sooner, until the director's death, resignation, or removal. The nominees for Class 2 director are Roberta Jacobson and Burton Goldfield. The second item of business today is the advisory vote on the executive compensation of the company's named executive officers, as described in the proxy statement. The stockholders have been asked to vote on an advisory basis on the following resolution: resolved that the compensation paid to the company's named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the compensation tables and narrative discussion, is hereby approved.
The third item of business today is the ratification of the appointment by the Audit Committee of the Board of Baker Tilly, U.S., as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2025. That was the final proposal for today's meeting. The Secretary will now describe the voting procedures.
Voting today is by proxy and electronic ballot. Each share of common stock is entitled to one vote. Any stockholder who has not voted or who wishes to change his or her vote may do so by clicking on the Cast Your Vote link located on the left-hand center of the webcast portal and following the instructions provided. Stockholders who have submitted proxies or have previously voted via the internet or by phone and who do not wish to change their vote do not need to take any further action. Their votes will be counted automatically. If you wish to vote your shares online, please do so now. The polls will be closing shortly. The Inspector of Election will not accept any votes once the polls close. The time is now 9:09 A.M. Pacific Time, and the polls are now closed for voting.
May we have the results of the voting?
The report of the Inspector of Election covering the proposals presented at this meeting is as follows. The proposal to elect Roberta Jacobson and Burton Goldfield as Class 2 directors of the company is carried. The resolution concerning the advisory vote on the executive compensation of the company's named executive officers is approved. The appointment of Baker Tilly, U.S., LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2025, is ratified.
We expect to report our preliminary voting results or, if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within four business days after the final results are known to us. This concludes the formal portion of today's meeting, and the Annual Meeting is now adjourned. We will now entertain any appropriate questions from stockholders. Please note that our discussion today may include forward-looking statements, and our actual results may differ materially from those discussed here. Additional information concerning factors that could cause such a difference can be found in our most recently filed quarterly report on Form 10-K. Mr. Clark, are there any questions?
We have no questions. Thank you.
There are no further questions or no questions. That is all the time we have today. Thank you again for your attendance at today's meeting and for your continued support of SoundThinking.
This concludes the meeting. You may now disconnect and have a pleasant day.
Hello and welcome to the Annual Meeting of Stockholders of SoundThinking. Please note that today's meeting is being recorded. You may submit questions or comments at any time by clicking on the Q&A icon. It is now my pleasure to turn today's meeting over to Deborah Grant, our Chair of the Board. Ms. Grant, the floor is yours.
Good morning. My name is Deborah Grant, and I'm the Chair of the Board of Directors of SoundThinking. I'm very happy to welcome you to the SoundThinking 2025 Annual Stockholders Meeting. As you know, we are hosting our Annual Meeting through a virtual online platform hosted by ComputerShare. We believe this provides expanded stockholder access and participation and improved communications while affording stockholders the same rights as if the meeting were held in person, including the ability to vote shares electronically and ask questions in accordance with our rules of conduct. With that in mind, I want to thank you all for taking the time to join us. Please note that the rules of conduct for the meeting are available for your review by clicking on the document link near the top right of the webcast portal.
We ask that you save your questions until the end of the meeting when we will have time for a short question-and-answer session. This meeting is being recorded. Before I call this meeting to order, I would like to introduce to you the members of the SoundThinking Board and the business team who are with us today. The other members of the Board with us virtually today are Ralph A. Clark, President and Chief Executive Officer, Burton Goldfield, Roberta Jacobson, Ruby Sharma.
In addition to Ralph, the officers of the company with us virtually today are Alan Stewart, our Chief Financial Officer, Paul Ames, our Senior Vice President, Products and Technology, Medha Bhadkamkar, our Vice President, Engineering, Larry Jackson, our Senior Vice President, Customer Success and Analytics, Gregg Makuch, our Senior Vice President, Marketing, Anne Mueller, our Senior Vice President, Human Resources, and Mark Page, our Senior Vice President, Field Engineering, Customer Support and Training. I would also like to introduce Matt Tredinnick and Matt Slama of Baker Tilly, the company's independent registered public accounting firm, who are in attendance virtually and available to respond to appropriate questions as needed. 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.
After the formal part of our meeting, we will give you an opportunity to ask any questions you may have. Will the Secretary please report at this time with respect to the mailing of the Notice of the Meeting and the stockholders' list?
I have at this meeting a complete list of holders of record of the company's common stock on April 10, 2025, the record date of this meeting. I also have an affidavit certifying that on or about April 24, 2025, a Notice of Annual Meeting of stockholders of the company was deposited in the United States mail to all stockholders of record at the close of business on April 10, 2025.
At this time, I'd like to introduce Jennifer Lippold, a representative of ComputerShare Trust Company who is present virtually. I am appointing her to act as Inspector of Election at this meeting. Jennifer 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 at this time with respect to the existence of a quorum?
I have been informed by the Inspector of Election that proxies have been received for 9,978,265 of the shares of common stock outstanding on the record date, which represents approximately 79% of the total number of outstanding shares of 12,666,095. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.
We will now proceed with the formal business of this meeting. Will the Secretary please open the polls for voting?
The time is now 9:06 A.M. Pacific Time on Wednesday, June 4, 2025, and the polls are now open for voting on all matters to be presented. There are three proposals to be considered by the stockholders at this meeting.
Proposal 1: Election of Directors. The first item of business is the election of two Class 2 directors to serve until the 2028 Annual Meeting and until their successors are elected or if sooner, until the director's death, resignation, or removal. The nominees for Class 2 director are Roberta Jacobson and Burton Goldfield. The second item of business today is the advisory vote on the executive compensation of the company's named executive officers, as described in the proxy statement. The stockholders have been asked to vote on an advisory basis on the following resolution: Resolved that the compensation paid to the company's named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the compensation tables and narrative discussion, is hereby approved.
The third item of business today is the ratification of the appointment by the Audit Committee of the Board of Baker Tilly, U.S., as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2025. That was the final proposal for today's meeting. The Secretary will now describe the voting procedures.
Voting today is by proxy and electronic ballot. Each share of common stock is entitled to one vote. Any stockholder who has not voted or who wishes to change his or her vote may do so by clicking on the Cast Your Vote link located on the left-hand center of the webcast portal and following the instructions provided. Stockholders who have submitted proxies, who have previously voted via the internet or by phone and who do not wish to change their vote, do not need to take any further action. Their votes will be counted automatically. If you wish to vote your shares online, please do so now. The polls will be closing shortly. The Inspector of Election will not accept any votes once the polls close. The time is now 9:09 A.M. Pacific Time, and the polls are now closed for voting.
May we have the results of the voting?
The report of the Inspector of Election covering the proposals presented at this meeting is as follows. The proposal to elect Roberta Jacobson and Burton Goldfield as Class 2 directors of the company is carried. The resolution concerning the advisory vote on the executive compensation of the company's named executive officers is approved. The appointment of Baker Tilly, U.S., LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2025, is ratified.
We expect to report our preliminary voting results or, if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. If not earlier reported, we.