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Simpson Manufacturing Co., Inc. — Call Transcript 2026
May 6, 2026
Good morning. I'm Philip Donaldson, Chairperson of the Board of Directors of Simpson Manufacturing Company, and I'd like to welcome each of you to our annual meeting of stockholders. Before I call the meeting to order, I'd like to introduce the members of the board and the executive team who are with us today. Other members of our board in attendance today are Jim Andrasick, Chau Banks, Felica Coney, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky. The officers in attendance today are Michael Olosky, Chief Executive Officer, Matt Dunn, our Chief Financial Officer, Cassandra Payton, Executive Vice President, General Counsel, and Cari Fisher, Corporate Secretary. Ms. Fisher will act as secretary of the meeting. I'd also like to introduce Rima Tabak of Grant Thornton LLP, which currently serves as the company's independent auditor. In keeping with the digital approach to this year's meeting, it is now shortly after 10:00 A.M. Pacific Daylight Time on May 6th, 2026, and this meeting is officially called to order. Ms. Fisher, do you have proof of the mailing of notice of Internet availability of proxy materials for this meeting to stockholders in the stockholders list? Yes. I have before me an affidavit certifying that on March 24th, 2026, the notice of Internet availability of proxy materials for this meeting was deposited in the United States Mail to stockholders of record at the close of business on March 11th, 2026. The affidavit of mailing will be filed with the minutes of the meeting. I also have a list of the holders of record of our common stock at the close of business on March 11th, 2026. This list of stockholders has been open and available at our Pleasanton home office for examination for any purpose relevant to this meeting during ordinary business hours for the past 10 days and is available for inspection during this meeting by any stockholder on the website used to access this meeting. At this time, I would like to introduce Andrew Wilcox of Broadridge Financial Services, who I'm appointing Inspector of Election at this meeting. Mr. Wilcox has taken the oath of Inspector of Election, which will be filed with the minutes of this meeting. Will the secretary please report at this time with respect to existence of a quorum? I have been informed by the Inspector of Election that proxies have been received for approximately 94% of the aggregate voting power of the outstanding shares of common stock entitled to vote at this meeting. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting. As more than a majority of the total number of votes entitled to be cast at this meeting are present, there is a quorum, and the meeting will proceed. The time is now 10:03 A.M. on Tuesday, May 6th, 2026. The polls are now open for voting on all matters to be presented. The polls will be closed to voting after we go through the matters to be voted on. The agenda and rules of conduct for the meeting are posted on the annual meeting portal. We ask that you follow these rules to help the meeting run smoothly. We will address questions during the Q&A portion of the meeting. If you have a question, please submit it by entering it into the Q&A text box on the bottom left-hand corner of the annual meeting portal. The first order of business is the proposal to elect each of James Andrasick, Chau Banks, Felica Coney, Philip Donaldson, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky to a one-year term on the company's board of directors as described in the proxy statement. The second order of business is the proposal to approve an advisory resolution on named executive officer compensation as described in the proxy statement. Will the secretary please read the resolution that appears in the proxy statement? The resolution reads as follows. Resolved that the compensation paid to the NEOs as disclosed pursuant to item 402 of Regulation S-K, including the compensation discussion and analysis, compensation tables, and accompanying narrative discussed in Simpson's proxy statement relating to its 2026 annual meeting of stockholders is hereby approved. The final order of business is the ratification of the approval of Grant Thornton LLP as the company's independent registered public accounting firm, as described in the proxy statement. That was the final proposal for today's meeting. The secretary will now describe the voting procedures. If you have already voted, there is no need to vote now unless you would like to change your vote. If you have not voted and you would like to vote now or if you would like to change your vote, click the voting button at the bottom center of your screen through the annual meeting portal. We'll pause for a moment to give anyone who has not voted a chance to vote. The time is now 10:05 A.M. The polls are now closed for voting. The preliminary report of the inspector of elections covering the proposals presented at this meeting is as follows. Each of James Andrasick, Chau Banks, Felica Coney, Philip Donaldson, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky have been elected to a one-year term on the company's board of directors. The advisory vote approving named executive officer compensation has been approved. The selection of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026 is ratified. We expect to report our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the date of this meeting. Well, this concludes the formal portion of today's meeting, and the meeting is now adjourned. We will now entertain any questions from stockholders. There being no questions, the meeting is concluded. Thank you, everyone. The meeting is now concluded. This concludes today's meeting. Thank you for attending, and have a wonderful rest of your day.
Speaker 3: Good morning. I'm Philip Donaldson, Chairperson of the Board of Directors of Simpson Manufacturing Company, and I'd like to welcome each of you to our annual meeting of stockholders. Before I call the meeting to order, I'd like to introduce the members of the board and the executive team who are with us today. Other members of our board in attendance today are Jim Andrasick, Chau Banks, Felica Coney, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky. The officers in attendance today are Michael Olosky, Chief Executive Officer, Matt Dunn, our Chief Financial Officer, Cassandra Payton, Executive Vice President, General Counsel, and Cari Fisher, Corporate Secretary. Ms. Fisher will act as secretary of the meeting. I'd also like to introduce Rima Tabak of Grant Thornton LLP, which currently serves as the company's independent auditor. Good morning. good morning I'm Philip Donaldson, Chairperson of the Board of Directors of Simpson Manufacturing Company, and I'd like to welcome each of you to our annual meeting of stockholders. i'm philip donaldson chairperson of the board of directors of simpson manufacturing company and i'd like to welcome each of you to our annual meeting of stockholders Before I call the meeting to order, I'd like to introduce the members of the board and the executive team who are with us today. before i call the meeting to order i'd like to introduce the members of the board and the executive team who are with us today Other members of our board in attendance today are Jim Andrasick, Chau Banks, Felica Coney, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky. other members of our board in attendance today are jim andrasick chau banks felica coney angela drake celeste volz ford kenneth knight and michael olosky The officers in attendance today are Michael Olosky, Chief Executive Officer, Matt Dunn, our Chief Financial Officer, Cassandra Payton, Executive Vice President, General Counsel, and Cari Fisher, Corporate Secretary. the officers in attendance today are michael olosky chief executive officer matt dunn our chief financial officer cassandra payton executive vice president general counsel and cari fisher corporate secretary Ms. Fisher will act as secretary of the meeting. ms fisher will act as secretary of the meeting I'd also like to introduce Rima Tabak of Grant Thornton LLP, which currently serves as the company's independent auditor. i'd also like to introduce rima tabak of grant thornton llp which currently serves as the company's independent auditor In keeping with the digital approach to this year's meeting, it is now shortly after 10:00 A.M. Pacific Daylight Time on May 6th, 2026, and this meeting is officially called to order. Ms. Fisher, do you have proof of the mailing of notice of Internet availability of proxy materials for this meeting to stockholders in the stockholders list? In keeping with the digital approach to this year's meeting, it is now shortly after 10:00 A.M. in keeping with the digital approach to this year's meeting it is now shortly after 10:00 a.m Pacific Daylight Time on May 6th, 2026, and this meeting is officially called to order. pacific daylight time on may 6th 2026 and this meeting is officially called to order Ms. Fisher, do you have proof of the mailing of notice of Internet availability of proxy materials for this meeting to stockholders in the stockholders list? ms fisher do you have proof of the mailing of notice of internet availability of proxy materials for this meeting to stockholders in the stockholders list
Speaker 1: Yes. I have before me an affidavit certifying that on March 24th, 2026, the notice of Internet availability of proxy materials for this meeting was deposited in the United States Mail to stockholders of record at the close of business on March 11th, 2026. The affidavit of mailing will be filed with the minutes of the meeting. I also have a list of the holders of record of our common stock at the close of business on March 11th, 2026. This list of stockholders has been open and available at our Pleasanton home office for examination for any purpose relevant to this meeting during ordinary business hours for the past 10 days and is available for inspection during this meeting by any stockholder on the website used to access this meeting. Yes. yes I have before me an affidavit certifying that on March 24th, 2026, the notice of Internet availability of proxy materials for this meeting was deposited in the United States Mail to stockholders of record at the close of business on March 11th, 2026. i have before me an affidavit certifying that on march 24th 2026 the notice of internet availability of proxy materials for this meeting was deposited in the united states mail to stockholders of record at the close of business on march 11th 2026 The affidavit of mailing will be filed with the minutes of the meeting. the affidavit of mailing will be filed with the minutes of the meeting I also have a list of the holders of record of our common stock at the close of business on March 11th, 2026. i also have a list of the holders of record of our common stock at the close of business on march 11th 2026 This list of stockholders has been open and available at our Pleasanton home office for examination for any purpose relevant to this meeting during ordinary business hours for the past 10 days and is available for inspection during this meeting by any stockholder on the website used to access this meeting. this list of stockholders has been open and available at our pleasanton home office for examination for any purpose relevant to this meeting during ordinary business hours for the past 10 days and is available for inspection during this meeting by any stockholder on the website used to access this meeting
Speaker 3: At this time, I would like to introduce Andrew Wilcox of Broadridge Financial Services, who I'm appointing Inspector of Election at this meeting. Mr. Wilcox has taken the oath of Inspector of Election, which will be filed with the minutes of this meeting. Will the secretary please report at this time with respect to existence of a quorum? At this time, I would like to introduce Andrew Wilcox of Broadridge Financial Services, who I'm appointing Inspector of Election at this meeting. at this time i would like to introduce andrew wilcox of broadridge financial services who i'm appointing inspector of election at this meeting Mr. Wilcox has taken the oath of Inspector of Election, which will be filed with the minutes of this meeting. mr wilcox has taken the oath of inspector of election which will be filed with the minutes of this meeting Will the secretary please report at this time with respect to existence of a quorum? will the secretary please report at this time with respect to existence of a quorum
Speaker 1: I have been informed by the Inspector of Election that proxies have been received for approximately 94% of the aggregate voting power of the outstanding shares of common stock entitled to vote at this meeting. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting. I have been informed by the Inspector of Election that proxies have been received for approximately 94% of the aggregate voting power of the outstanding shares of common stock entitled to vote at this meeting. i have been informed by the inspector of election that proxies have been received for approximately 94% of the aggregate voting power of the outstanding shares of common stock entitled to vote at this meeting This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting. this constitutes a quorum for the meeting today and we may now carry out the official business of the meeting
Speaker 3: As more than a majority of the total number of votes entitled to be cast at this meeting are present, there is a quorum, and the meeting will proceed. As more than a majority of the total number of votes entitled to be cast at this meeting are present, there is a quorum, and the meeting will proceed. as more than a majority of the total number of votes entitled to be cast at this meeting are present there is a quorum and the meeting will proceed
Speaker 1: The time is now 10:03 A.M. on Tuesday, May 6th, 2026. The polls are now open for voting on all matters to be presented. The polls will be closed to voting after we go through the matters to be voted on. The agenda and rules of conduct for the meeting are posted on the annual meeting portal. We ask that you follow these rules to help the meeting run smoothly. We will address questions during the Q&A portion of the meeting. If you have a question, please submit it by entering it into the Q&A text box on the bottom left-hand corner of the annual meeting portal. The time is now 10:03 A.M. on Tuesday, May 6th, 2026. the time is now 10:03 a.m on tuesday may 6th 2026 The polls are now open for voting on all matters to be presented. the polls are now open for voting on all matters to be presented The polls will be closed to voting after we go through the matters to be voted on. the polls will be closed to voting after we go through the matters to be voted on The agenda and rules of conduct for the meeting are posted on the annual meeting portal. the agenda and rules of conduct for the meeting are posted on the annual meeting portal We ask that you follow these rules to help the meeting run smoothly. we ask that you follow these rules to help the meeting run smoothly We will address questions during the Q&A portion of the meeting. we will address questions during the q&a portion of the meeting If you have a question, please submit it by entering it into the Q&A text box on the bottom left-hand corner of the annual meeting portal. if you have a question please submit it by entering it into the q&a text box on the bottom left-hand corner of the annual meeting portal
Speaker 3: The first order of business is the proposal to elect each of James Andrasick, Chau Banks, Felica Coney, Philip Donaldson, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky to a one-year term on the company's board of directors as described in the proxy statement. The second order of business is the proposal to approve an advisory resolution on named executive officer compensation as described in the proxy statement. Will the secretary please read the resolution that appears in the proxy statement? The first order of business is the proposal to elect each of James Andrasick, Chau Banks, Felica Coney, Philip Donaldson, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky to a one-year term on the company's board of directors as described in the proxy statement. the first order of business is the proposal to elect each of james andrasick chau banks felica coney philip donaldson angela drake celeste volz ford kenneth knight and michael olosky to a one-year term on the company's board of directors as described in the proxy statement The second order of business is the proposal to approve an advisory resolution on named executive officer compensation as described in the proxy statement. the second order of business is the proposal to approve an advisory resolution on named executive officer compensation as described in the proxy statement Will the secretary please read the resolution that appears in the proxy statement? will the secretary please read the resolution that appears in the proxy statement
Speaker 1: The resolution reads as follows. Resolved that the compensation paid to the NEOs as disclosed pursuant to item 402 of Regulation S-K, including the compensation discussion and analysis, compensation tables, and accompanying narrative discussed in Simpson's proxy statement relating to its 2026 annual meeting of stockholders is hereby approved. The resolution reads as follows. the resolution reads as follows Resolved that the compensation paid to the NEOs as disclosed pursuant to item 402 of Regulation S-K, including the compensation discussion and analysis, compensation tables, and accompanying narrative discussed in Simpson's proxy statement relating to its 2026 annual meeting of stockholders is hereby approved. resolved that the compensation paid to the neos as disclosed pursuant to item 402 of regulation s-k including the compensation discussion and analysis compensation tables and accompanying narrative discussed in simpson's proxy statement relating to its 2026 annual meeting of stockholders is hereby approved
Speaker 3: The final order of business is the ratification of the approval of Grant Thornton LLP as the company's independent registered public accounting firm, as described in the proxy statement. That was the final proposal for today's meeting. The secretary will now describe the voting procedures. The final order of business is the ratification of the approval of Grant Thornton LLP as the company's independent registered public accounting firm, as described in the proxy statement. the final order of business is the ratification of the approval of grant thornton llp as the company's independent registered public accounting firm as described in the proxy statement That was the final proposal for today's meeting. that was the final proposal for today's meeting The secretary will now describe the voting procedures. the secretary will now describe the voting procedures
Speaker 1: If you have already voted, there is no need to vote now unless you would like to change your vote. If you have not voted and you would like to vote now or if you would like to change your vote, click the voting button at the bottom center of your screen through the annual meeting portal. We'll pause for a moment to give anyone who has not voted a chance to vote. The time is now 10:05 A.M. The polls are now closed for voting. The preliminary report of the inspector of elections covering the proposals presented at this meeting is as follows. Each of James Andrasick, Chau Banks, Felica Coney, Philip Donaldson, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky have been elected to a one-year term on the company's board of directors. If you have already voted, there is no need to vote now unless you would like to change your vote. if you have already voted there is no need to vote now unless you would like to change your vote If you have not voted and you would like to vote now or if you would like to change your vote, click the voting button at the bottom center of your screen through the annual meeting portal. if you have not voted and you would like to vote now or if you would like to change your vote click the voting button at the bottom center of your screen through the annual meeting portal We'll pause for a moment to give anyone who has not voted a chance to vote. we'll pause for a moment to give anyone who has not voted a chance to vote The time is now 10:05 A.M. the time is now 10:05 a.m The polls are now closed for voting. the polls are now closed for voting The preliminary report of the inspector of elections covering the proposals presented at this meeting is as follows. the preliminary report of the inspector of elections covering the proposals presented at this meeting is as follows Each of James Andrasick, Chau Banks, Felica Coney, Philip Donaldson, Angela Drake, Celeste Volz Ford, Kenneth Knight, and Michael Olosky have been elected to a one-year term on the company's board of directors. each of james andrasick chau banks felica coney philip donaldson angela drake celeste volz ford kenneth knight and michael olosky have been elected to a one-year term on the company's board of directors The advisory vote approving named executive officer compensation has been approved. The selection of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026 is ratified. We expect to report our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the date of this meeting. The advisory vote approving named executive officer compensation has been approved. the advisory vote approving named executive officer compensation has been approved The selection of Grant Thornton LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026 is ratified. the selection of grant thornton llp as the company's independent registered public accounting firm for the fiscal year ending december 31 2026 is ratified We expect to report our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the date of this meeting. we expect to report our final voting results on a current report on form 8-k to be filed with the sec within four business days after the date of this meeting
Speaker 3: Well, this concludes the formal portion of today's meeting, and the meeting is now adjourned. We will now entertain any questions from stockholders. There being no questions, the meeting is concluded. Thank you, everyone. The meeting is now concluded. Well, this concludes the formal portion of today's meeting, and the meeting is now adjourned. well this concludes the formal portion of today's meeting and the meeting is now adjourned We will now entertain any questions from stockholders. we will now entertain any questions from stockholders There being no questions, the meeting is concluded. there being no questions the meeting is concluded Thank you, everyone. thank you everyone The meeting is now concluded. the meeting is now concluded
Speaker 2: This concludes today's meeting. Thank you for attending, and have a wonderful rest of your day. This concludes today's meeting. this concludes today's meeting Thank you for attending, and have a wonderful rest of your day. thank you for attending and have a wonderful rest of your day