Unusual Machines, Inc.UMAC
Recorded

Unusual Machines, Inc. AGM 2026

Review the key takeaways and the transcript of this earnings call.

PeriodFY 2026Duration6 minParticipants3

Transcript

Preview the first fifteen paragraphs, organized by speaker.

Allan EvansCEO and Chairman of the Board

Good morning, ladies and gentlemen. I am Allan Evans, Chief Executive Officer and Chairman of the Board of Unusual Machines Incorporated. I've been asked to act as chairman of this meeting. I would like to call this meeting to order and welcome you to the 2026 Annual Stockholders' Meeting. Each stockholder has received a copy of the proxy statement and annual report. I'd like to introduce Brian Hoff, our CFO, and our legal counsel, Brian Bernstein of Nason Yeager. I hereby appoint Mr. Bernstein and Mr. Hoff as inspectors of election for this meeting. I've also asked Mr. Bernstein to review the official business.

Brian BernsteinLegal Counsel

The agenda outlining the order of business for this meeting was provided in the notice meeting. The matters on which stockholders are voting are as follows. One, to elect five directors for a one-year term expiring at the next annual meeting of stockholders. Ratify the selection of Ernst & Young as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026. To approve the warrant grant to the company's Chief Executive Officer. To approve an adjournment of the annual meeting to a later date or time, if necessary, to permit further solicitation of proxies if there are insufficient votes to approve any proposal at the time of the annual meeting. The board has fixed August 6, 2026, as the record date for determining persons entitled to notice of and to vote at this meeting.

Brian BernsteinLegal Counsel

Broadridge has provided us with an affidavit of mailing stating that the notice has been mailed to each stockholder of record. The alphabetical list of stockholders of record, showing their respective addresses and the number of shares held by each, is available at this meeting for inspection by stockholders. There are 49,956,505 shares of common stock outstanding and entitled to vote as of the record date. There are 30,644,557 shares of common stock present in person or represented by proxy, which constitutes a quorum for the transaction of business. Based on the foregoing, I find that proper notice has been given and a quorum is present. Accordingly, this meeting is properly convened and open for business. The polls for voting on all matters are now open. Mr. Hoff, were there any stockholder nominations or proposals for business for this meeting properly filed with you as the corporate secretary?

Brian BernsteinLegal Counsel

No. As no stockholder nominations or proposals were submitted in advance in accordance with our bylaws, the agenda is limited to the matters presented in the proxy statement.

Brian BernsteinLegal Counsel

The polls for each proposal will close once discussion on the final proposal concludes. Since we have sufficient shares voted, proposal four, the adjournment proposal, will not require a vote. A few procedural points. You may vote at any time during this meeting until the polls close. If you have already voted by online ballot or proxy card, any vote cast during this meeting may supersede your earlier submission, subject to our voting platform mechanics. If you have already voted and do not wish to change your vote, you need not vote again. In the event of technical difficulties before the meeting is adjourned, we may temporarily pause and reconvene in accordance with our bylaws.

Brian HoffCFO

The first item of business is the election of five directors to the company's board of directors. The proxy statement listed the company's nominees for directors. Under the company's bylaws, stockholders must provide advance notice of their intent to nominate director candidates. No such notice was received. I therefore declare the nominations for directors closed. The motion to elect five directors as described in the proxy statement is now in order. I, Brian Hoff, am a stockholder of the company. I hereby move that each of Allan Evans, Cristina A. Colón, Robert Lowry, Sanford Rich, and Jeffrey Thompson be elected as directors to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Brian BernsteinLegal Counsel

Does anyone have any questions concerning this proposal? Are there any stockholders present who desire to vote at this time on this matter? The second item of business is the ratification of the selection of Ernst & Young as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

Brian HoffCFO

I, Brian Hoff, hereby move that the selection of Ernst & Young as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026, be ratified.

Brian BernsteinLegal Counsel

Does anyone have any questions concerning this proposal? Are there any stockholders present who desire to vote at this time on this matter? The third item of business is to approve the issuance of a warrant to the company's Chief Executive Officer to purchase up to 5 million shares of the company's common stock.

Brian HoffCFO

I, Brian Hoff, hereby move that the proposal to approve the issuance of a warrant to the company's Chief Executive Officer to purchase up to 5 million shares of the company's common stock be approved.

Brian BernsteinLegal Counsel

Does anyone have any questions concerning this proposal? Are there any stockholders present who desire to vote at this time on this matter? Now that everyone has had the opportunity to vote on all matters, I declare the polls for the 2026 Annual Stockholders' Meeting closed. The Inspectors of Election will now tally the votes. The vote tally is now complete. All proposals have passed. The final voting results will be reported on a Form 8-K filed with the SEC within four business days of this meeting.

Allan EvansCEO and Chairman of the Board

I want to thank everyone for attending today's meeting and for your interest in the affairs of Unusual Machines Incorporated. There being no further business, I declare this meeting adjourned and all matters before it closed.

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