Horizon Bancorp (NASDAQ:HBNC) reported quarterly financial results on Thursday. The transcript from the company's quarterly earnings call has been provided below.
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The full earnings call is available at https://investor.horizonbank.com/events-and-presentations/default.aspx
OPERATOR
Hello and welcome to the annual meeting of stockholders of Horizon Bancorp, Inc. Please note that today's meeting is being recorded. During the meeting, we'll have a question and answer session. You can submit questions or comments at any time by clicking on the Q and A icon. It is now my pleasure to turn today's meeting over to Craig Dwight, Chief Executive Officer of Horizon Bancorp, Inc. Mr. Dwight, the floor is yours.
Craig Dwight
Thank you, Kathleen, and good morning and welcome to Horizon Bancorp, Inc. S annual shareholders meeting. The holding company was incorporated in 1983 and its primary subsidiary, Horizon Bank, an Indiana State Chartered bank, has continuously operated as a Bank since 1873 and represents Horizon Bank's 152nd year in continuous operation. Our officers for this meeting are Chairman Craig Dwight, Election Judge Deanna Chase, Secretary Todd Etchler, Proxies Thomas Prame, Mark Secor and Todd Etzler. Shareholders who have not voted their shares may do so now by voting on the right side of the page. If you've already voted, you do not need to take any action. The polls will close after the introductions and review of the matters being voted upon. At today's meeting. I declare a quorum to be present online or by proxy. There being 36.8 million shares accounted for out of total eligible shares of 44,012,566 for shareholders of record as of February 28, 2025, the percent of shares represented is 83%. The Meeting shall proceed. The meeting will be conducted in accordance with the agenda and the rules of Conduct which are available on the meeting portal. To conduct an orderly meeting, we ask that participants abide by these rules as stated in the Rules of Conduct. We ask that you restrict your remarks to the items on the agenda that are before us. Thank you for your cooperation. The minutes of the 2024 Annual Shareholders Meeting are available for download on the meeting website and stand as approved. It is my pleasure now to identify the three directors up for election and whose terms, if elected at this annual meeting, will expire in the year 2028. Kevin Ahern, Managing Partner, Brush Creek Partners One year of service to the Board. Eric Blackhurst, Interim Vice President, Alma College and retired Associate General Counsel, The Dow Chemical Company 8 years of service. Brian Moss, Moss Financial Consulting, LLC 1 years of service to the board. Executive officers in attendance today. CEO and President, Horizon Bank Thomas Prame, Executive Vice President and Chief Financial Officer Jon Stewart, Executive Vice President and Chief Administration Officer Mark Secor, Secretary Executive Vice President and Chief Legal and Risk Officer Todd Etzler. That concludes the officer's introductions before we move into the business of the meeting, I'd like to say a few words about the transition of the Chairman of the Board as announced earlier this year. This is my final meeting as I officially retire from the holding company's Board of directors after over 25 years of service. I'd like to thank the shareholders, directors and advisors for the opportunity to serve Horizon Bancorp through the majority of my banking career. I am happy to announce that the close of this meeting and my retirement. Eric Blackhurst, one of our candidates for re-election today, will assume the office of Chairman of the Board. Eric has significant experience leading boards and is extremely experienced in corporate governance. Eric was elected to the Chair position by a unanimous vote of Horizon's independent directors and will be Horizon's first independent chair in our company's 152 year history. Horizon's shareholders will be in good and capable hands under Eric's leadership. Congratulations, Eric and I wish you and Horizon Bancorp continued success. Now for a summary of matters submitted for shareholder vote at this year's annual meeting. There are four matters being voted upon today, which include election of directors, advisory vote to approve executive compensation, ratification of the appointment of Forvis Maesers LLP as Horizons independent auditors for 2025, and a proposal to adjourn if necessary. If shareholders have any questions on the matters to be voted upon today, you may now submit those questions by clicking on the comment icon on the meeting website, typing your comment and clicking Enter to submit your question.
Thomas
Mr. Chairman, we've received no shareholder questions on the matters to be voted upon today.
Craig Dwight
Thank you, Thomas. Having received no questions on the matters to be voted upon today, the voting is now closed. I will pause for a brief moment to allow the election judge to tabulate the voting results of today's meeting. Voting is now closed. While we wait for the votes to be tabulated, I will turn over the meeting to Thomas Prem, our CEO, to give you some information from our quarterly earnings calls. Thomas?
Thomas Prame
Thank you, Craig. We want to remind you that the company holds publicly accessible investor conference calls to review each quarter's financial results with our shareholders and other stakeholders. We believe these calls provide a better understanding of Horizon's quarterly results while also providing our current and prospective shareholders with additional insight into Horizon's long term strategy, the strength of our franchise and the Midwest markets we serve. If you wish to attend our quarterly investor calls, you may have access to them live by telephone or through a replay that is made available approximately one hour. At the end of each conference call, you may find directions for Accessing both the live call and replay in a call announcement release that is issued approximately one month prior to each call. And of course, our press release and quarterly investor presentations are always available at our investor relations website@investor.horizonbank.com Craig on behalf of the Board of Directors and all of Horizon Advisors, we express our deepest appreciation to you for your outstanding leadership, dedication and effective service to Horizon. We extend our best to you and your family and your well earned retirement.
Craig Dwight
Thank you. Thomas. Will the election Judge Deanna Chase please provide me with the voting results? Thank you, Deanna. The first matter presented to shareholders for a vote was the election of three directors. All three director nominees received a plurality of the votes cast and therefore all three director nominees will have been elected to the board to serve a three year term. Congratulations to the elected directors. The second matter voted upon today is the advisory vote to approve executive compensation. Because more shares were voted in favor of the advisory vote to approve executive compensation as disclosed in Horizon's 2025 proxy statement, then voted against it, the advisory vote to approve executive compensation has been approved. The third and final matter presented to shareholders for a vote was the ratification of the appointment of Forvis Maeser's ll as Horizon's independent auditors for 2025. Since more shares were voted in favor of this proposal than against it, the ratification of appointment of Forvis Maesers LLP as Horizon's independent auditors for 2025 has been approved. As a matter of record, Horizon Bancorp will publicly disclose the voting results tomorrow. I am pleased to announce that all matters presented to the shareholders for their approval today have been approved and the Board will address matters voted upon for an advisory vote. As is our custom, the meeting is now open to shareholder questions. If you have a question related to any matters on today's agenda, including the vote outcome, please submit it by clicking on the comment icon on the meeting website, typing your comment and clicking enter to submit your question.
Thomas
Mr. Chairman, we received no questions at this time.
Craig Dwight
Thank you, Thomas. Shareholders again, if you have questions, please submit them now. Thomas, let's allow some additional time to receive questions. I'll pause for now while we wait to see if any questions are asked.
Thomas
Mr. Chairman, we still have not received any questions at this time.
Craig Dwight
Thank you, Thomas. Seeing no questions in the queue, Horizon's 2025 annual meeting is now adjourned. As always, we enjoy meeting and speaking with our shareholders. So if you have any questions or comments that you'd like to share about the company, please feel free to call Thomas Prame, our Chief Executive Officer, from all of us at Horizon Bancorp. Thank you, and we appreciate your support. I will now turn the call back to our moderator, Kathleen, to close our annual meeting. Thank you.
Kathleen
This concludes today's meeting. You may now disconnect.
Horizon Bancorp conducted its annual meeting with 83% of shares represented, affirming a quorum.
Key officer transitions were discussed, with Eric Blackhurst named as the new Chairman of the Board, marking the first independent chair in the company's history.
The meeting included votes on board elections, executive compensation, and auditor appointments, all of which were approved by shareholders.
CEO Thomas Prame highlighted the importance of quarterly investor calls for understanding the company's financial results and strategy.
No shareholder questions were raised during the meeting, indicating a smooth and orderly session.
Disclaimer: This transcript is provided for informational purposes only. While we strive for accuracy, there may be errors or omissions in this automated transcription. For official company statements and financial information, please refer to the company's SEC filings and official press releases. Corporate participants' and analysts' statements reflect their views as of the date of this call and are subject to change without notice.