Oil-Dri Corporation Of America

Welcome to the 2020 Annual Meeting for Oil Dry Corporation of America. Our host for today's call is Leslie Garber, Manager of Investor Relations. At this time, all participants will be in a listen-only mode. I will now turn the call over to your host. Leslie Garber, you may begin.

Good morning. Due to the current pandemic, we are conducting this meeting virtually to ensure everyone's health and safety. By hosting this meeting via live webcast, we are able to be more inclusive, reach a greater number of our stockholders, and save costs. On your screen, under meeting materials, you will find the meeting agenda, rules of conduct, list of stockholders of record, and Oil & Dry's proxy statement and annual report. During the meeting today, we will be covering the election of directors and two other proposals. Next will be the business presentations and financial review, followed by time for Q&A. We ask that you submit your questions online under the Ask a Question field on your screen. Only stockholders of record are able to ask questions during the meeting. Stockholders will also be able to vote online by clicking on the Vote Here button on your screen. Now it is my pleasure to introduce our General Counsel and Secretary, Laura Shieland, who will conduct the formal portion of today's meeting.

Good morning, ladies and gentlemen. I now call to order the 2020 Annual Meeting of Stockholders of Oil Dry Corporation of America to conduct the formal business set forth in the Notice of Meeting and Proxy Statement. Commencing on October 27, 2020, a notice regarding the availability of proxy materials or a copy of the proxy materials was mailed to all Oil Dry stockholders of record as of the close of business on October 9, 2020. which is the record date fixed by Oil Dry's board of directors for the determination of stockholders entitled to notice of and to vote at the meeting. Broadridge Financial Solutions, Inc. has delivered an affidavit confirming the foregoing. Oil Dry has appointed Peter Soblek of C.T. Hagberg to serve as the inspector of election for this meeting. He is present and has taken the oath of office. As of October 9th, 2020, the record date for this meeting There were 5,384,560 shares of oil-dried common stock and 2,077,599 shares of oil-dried Class B stock outstanding. Holders of our common stock are entitled to one vote per share, and holders of our Class B stock are entitled to 10 votes per share, and generally vote together without regard to class. A quorum is present at this meeting if holders of a majority of our common stock and Class B stock outstanding and entitled to vote are present in person or webcast or represented by proxy. Thus, the number of voters necessary to constitute a quorum at this meeting is 13,080,276 votes. Mr. Slavlik has informed me that there are more than such number of votes represented at this meeting. Therefore, I declare there is a quorum present for purposes of transacting business. Now I will present the matters to be voted upon. If any stockholder would like to make a comment regarding any of the proposals, please submit your comment through the Ask a Question field in the web portal, and we will review any comments on the proposals themselves after all proposals have been presented. I'll move to the first proposal. As described in the proxy statement, the first item of business is the election of eight directors. The proxy statement listed Oil Dry's nominees for directors, each of whom currently serves as a director of Oil Dry. Those nominees are Daniel S. Jaffee, Ellen Blair Shube, Paul M. Hindsley, Michael A. Nemeroff, George C. Roth, Alan H. Selig, Paul E. Succo, and Lawrence E. Washaw. The second item of business is the ratification of the appointment of Grant Thornton LLP as Oil Dry's independent auditor for the fiscal year ending July 31st, 2021. The audit committee of the board of directors of Oil Dry has appointed Grant Thornton to serve as the company's independent auditors for fiscal year 2021 and has directed that the appointment be submitted for ratification by the stockholders at this meeting. The third order of business is the approval on an advisory basis of the compensation of the named executive officers disclosed in the proxy statement. At this time, we'll check for and review any comments on the proposals that have been submitted. It looks like no comments have been received, so we'll proceed with opening the polls. It is now 9.35 a.m. on December 8, 2020, and the polls are now open. Any stockholder who hasn't yet voted or wishes to change their vote may do so by clicking on the Vote Here button on your screen. Stockholders who have sent in proxies or voted via telephone or internet and who do not want to change their vote do not need to take any further action. While we allow time for stockholders who haven't already done so to complete their voting, I'll take the time now to remind you that the business presentation and any other commentary by any of Oil Dry's employees today may contain forward-looking statements of expected future performance. Any such forward-looking statements are subject to certain risks, uncertainties, and assumptions that could cause actual results to differ materially. We highlight a number of important risk factors that may affect our future performance in our SEC filings including our annual report for the fiscal year ended July 31, 2020. We urge you to review and consider those risk factors carefully in evaluating the company's comments and in evaluating any investment in oil dry stock. Copies of our SEC filings are available through the company or online. All right, one last minute to finish voting. Okay, at this point the polls are closed and I will now report the preliminary results of the voting. We'll be reporting the final vote results in a form 8K to be filed within four business days. As described in the proxy statement, a director may only be elected by plurality of votes cast. The eight nominees who receive the largest number of votes will be elected. We have been informed by the inspector of elections that the preliminary Vote report shows that the eight candidates nominated by Oil Dry received the largest number of votes. Regarding the second item of business, an affirmative majority of the votes represented at this meeting is necessary for ratification of the appointment of Grant Thornton as Oil Dry's independent auditor for the fiscal year ending July 31st, 2021. We have been informed by the Inspector of Elections that the preliminary vote report shows that such ratification received more than a majority of the votes represented at this meeting. For the third item of business, we have been informed by the Inspector of Elections that the preliminary vote report shows that an affirmative majority of the votes represented at this meeting approved the compensation of the named executive officers by advisory vote. This completes the business to be conducted at this meeting. There being no further business to come before the meeting, the 2020 Annual Meeting of Stockholders of Oil Dry Corporation is now adjourned. I am now happy to introduce Dan Jaffee, our President and Chief Executive Officer, to kick off our business presentations and financial review.