Spok Holdings, Inc FY 2026 Earnings Call
Executive Comments
- Vince Kelly, CEO and board member, chaired the 2026 annual meeting of stockholders for Spok Holdings Incorporated.
- Michael Wallace, COO and CFO, and the board of directors were introduced, including nominees for election.
- The board recommended votes for all six director nominees, ratification of Grant Thornton LLP as independent auditor for 2026, approval of 2025 named executive officer compensation, and approval of the amended and restated 2020 Equity Incentive Award Plan.
Good morning. It is my pleasure to welcome you to the 2026 annual meeting of stockholders of Spok Holdings Incorporated. I am Vince Kelly, Chief Executive Officer of the company and a member of its board of directors. I will act as chairman of this meeting, Sharon Woods Keisling, Secretary of the company, will act as secretary. A representative of American Election Services will act as Inspector of Elections. I've been informed by Ms. Woods that she has received the proof of notice affidavit from Broadridge asserting that it has provided each stockholder of record as of the close of business on May 26th, 2026, the record date, a full set of proxy materials, including a proxy card. The proof of notice affidavit will be included as part of the record of this meeting. I've been advised that a quorum is present.
The meeting is now called to order. Before we begin with the formalities of the annual meeting, I'd like to introduce Michael Wallace, our Chief Operating Officer and Chief Financial Officer. I would also like to introduce the members of the board of directors who, in addition to myself, are up for election today. Christine Cournoyer, Chairman of the Board and Chair of the Board's Nominating and Governance Committee. Todd Stein, Chair of the Board's Audit Committee. Randy Hyun, Chair of the Board's Compensation Committee. Dr. Bobbie Byrne and Brett Shockley. Thank you. We will now turn to the business of the annual meeting. This year, we will vote on four proposals and announce the voting results at the end of the meeting. We will adjourn the meeting. We'll now present the proposals to be acted upon at the meeting. The first proposal is the election of directors.
Each of the six director nominees, if elected, will be elected to a one-year term to serve until their respective successors have been duly elected or appointed. The following director nominees are standing for election: Dr. Byrne, Ms. Cournoyer, Mr. Hyun, Mr. Kelly, Mr. Shockley, and Mr. Stein. The board recommends a vote for each of the nominees. The second proposal to be considered is the ratification of the appointment of Grant Thornton LLP as the company's independent registered public accounting firm for the year ending December 31, 2026. The board recommends a vote for the ratification of Grant Thornton LLP. The third proposal to be considered is the advisory vote to approve the 2025 named executive officer compensation. The board recommends a vote to approve the 2025 named executive officer compensation.
The final proposal to be considered is the approval of the amended and restated 2020 Equity Incentive Award Plan. The board recommends a vote to approve the amended and restated 2020 Equity Incentive Award Plan. The polls are now open, voting may now occur. Any stockholder who hasn't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have voted by proxy need not vote again unless they wish to change their vote. We will now take a moment for anyone wishing to vote. The polls are now closed. The results of the vote will be reported as soon as the Inspector of Elections completes his review. Please stand by. I have been advised that the Inspector of Elections has completed the preliminary vote count.
The Inspector of Elections has informed me that sufficient votes have been received in favor of the named nominees for director, and all nominees have been elected. Sufficient votes have been received to ratify the appointment of Grant Thornton LLP as the independent registered public accounting firm for the year ending December 31, 2026, approve the company's 2025 named executive officer compensation, and approve the amended and restated 2020 Equity Incentive Award Plan. The Inspector of Elections will make a final report that will be included as part of the record of this meeting. The company will report final voting results in a filing with the Securities and Exchange Commission. With no further business to be conducted, this meeting is now closed. Thank you for attending our annual meeting.
Thank you all for joining.
