Good day, and welcome to the Cactus Inc. 2026 Annual Meeting of Stockholders. I would now like to hand the conference over to Scott Bender, Chairman and CEO of Cactus Inc. Please go ahead.
Good morning, ladies and gentlemen, and welcome to our 2026 annual meeting of stockholders. I'm Scott Bender, Chairman of the Board of Directors and CEO of Cactus, and I'll be presiding at this meeting. It's now 9:00 A.M. Central Time on May 12th, 2026, and this meeting is officially called to order. Also present at the meeting today are Joel Bender, who serves as our President and is a member of our Board of Directors, Jay Nutt, our Executive Vice President, Chief Financial Officer, Stephen Tadlock, Executive Vice President and CEO of Cactus International, Steven Bender, our Chief Operating Officer, William Marsh, our General Counsel, Executive Vice President and Secretary, Alan Boyd, our Treasurer, Director of Corporate Development and Investor Relations.
I'd also like to introduce you to our independent directors, Michael McGovern, who's Chairman of our Comp Committee and a member of our Audit Committee, Andy O'Donnell, who's a member of our Nominating and Governance Committee and our Compensation Committee, Gary Rosenthal, who's Chairman of our Nominating and Governance Committee and a member of our Compensation Committee, Alan Semple, who's Chairman of our Audit Committee and a member of our Nominating and Governance Committee, and Tym Tomber, who is a member of our Audit Committee and our Compensation Committee. William Marsh will act as Secretary of the meeting. Natalie Hairston, a representative of American Election Services, has been appointed to act as Inspector of Elections. She signed an oath to act as Inspector of Elections, that oath will be filed with the minutes of the meeting.
Thomas Hatfield, a representative from PricewaterhouseCoopers LLP, our independent public accounting firm, is also present at the meeting. He'll be available at the end of the meeting to answer questions related to their engagement as our independent registered public accounting firm. Management will be available at the end of the meeting to answer appropriate questions. Please refer to the agenda and rules of conduct for the meeting, copies of which are available on the web portal. Thank you for joining us today. We're excited to be hosting this meeting virtually, which allows us to reach a greater number of our stockholders. We'll conduct the business portion of our meeting first and answer questions at the end of the meeting. We'll do our best to respond to questions at the end of the meeting, and we'll endeavor to address appropriate unanswered questions on our corporate website shortly after the meeting.
Only validated stockholders may ask questions in the designated field on the web portal. Out of consideration for others, please limit yourself to one question. Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use any audio recording device. All stockholders of record at the close of business on March 18th, 2026 are entitled to vote at this annual meeting. A complete list of stockholders entitled to vote at this meeting is available for inspection. The list may be inspected by any stockholder of record who is present using the web portal. The Secretary has delivered an affidavit of mailing establishing that notice of this meeting was duly given to all stockholders as of the record date.
A copy of the notice of this meeting and the affidavit of mailing will be incorporated into the minutes of this meeting. Our first order of business at the meeting is to determine whether the shares represented at the meeting, either in person or by proxy, are sufficient to constitute a quorum for the purpose of transacting business. William, do you have a report?
Yes. The stockholders list shows that holders of record of 80,173,864 shares of common stock of the company are entitled to vote at this meeting. We are informed by the Inspector of Elections that there are represented in person or by proxy 75,973,323 shares of common stock of the company, which equals approximately 95% of the outstanding shares entitled to vote at this meeting.
Thank you. Because holders of a majority of the outstanding shares entitled to vote at this meeting are present in person or by proxy, I declare this meeting to be duly convened for the purpose of transacting such business as may properly come before it. A certified report of the Inspector of Elections will be incorporated into the minutes of this meeting. The next order of business is a description of the matters to be voted on at today's meeting. The first proposal before the stockholders of the company is the election of three Class two directors and two Class three directors set forth in the proxy statement, each of whom will hold office until the 2027 annual meeting of stockholders and until his or her successor is elected and qualified or until his or her earlier death, resignation, or removal.
Our Secretary has informed me that the company did not receive any stockholder nominations for director prior to the deadline set forth in our bylaws. Accordingly, I declare the nominations for our directors closed. The second proposal properly brought before the meeting is the ratification of the appointment of PricewaterhouseCoopers as our independent registered public accounting firm for the fiscal year ending December 31, 2026. Although the company is not required to seek stockholder approval of this appointment, our board of directors deems it good corporate practice to submit this appointment to a vote of the stockholders for ratification. The third proposal properly brought before the meeting is an approval on a non-binding basis of the compensation of our named executive officers as reported in the proxy statement. Our Secretary has informed me that the company did not receive any stockholder proposals that may be brought before the meeting.
Accordingly, there are no additional proposals for consideration at this meeting, this annual meeting. The time is 9:06 A.M. Central Time, I declare the polls now open for each matter to be voted on today. If you intend to vote and have not already done so, you must submit your vote now by clicking on the voting button on the web portal and following the instructions there. After we've allowed adequate time for voting, we'll close the polls. We will not accept ballots, proxies, revocations, or changes after the closing of the polls. If you've already submitted your vote by mail, telephone, or internet and do not wish to change your vote, you do not need to vote now, and your shares will be voted as previously instructed.
Again, any stockholder who hasn't yet voted or wishes to change their vote may do so by clicking the voting button on the web portal and following the instructions there. I hereby declare the polls are now closed at 9:07 Central Time. Any votes made through the web portal will be incorporated into the final count of votes. We have been informed by the Inspector of Elections that the preliminary vote report shows the following results. The nominees for election to the board of directors, Joel Bender, Alan Semple, Tana Utley as Class two directors, and Scott Bender and Gary Rosenthal as Class three directors have been duly elected. The proposal concerning the ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ended December 31, 2026 has been approved.
The proposal to approve on a non-binding advisory basis the compensation of our named executive officers, as reported in the proxy statement, has passed. We will be reporting the final voting results in a Form 8-K to be filed within four business days. Thank you for attending today's meeting. As there is no other formal business to be addressed at the meeting, I now declare this meeting formally adjourned and all matters before it closed. We'd like to open the meeting up for stockholder questions. We'll take stockholder questions that are being entered on the web portal. We will endeavor to address appropriate unanswered questions on our corporate website shortly after the meeting, or we'll communicate the relevant response directly to the submitting stockholder. That concludes our meeting. We thank you for your attendance today and continued support.