I am Jack Abuhoff, chairman of the board of directors and chief executive of Innodata. This year's meeting is held in a virtual-only meeting format. Stockholders may submit questions at any time during this meeting in the space provided on the virtual meeting screen. During the meeting, questions from stockholders should pertain to the proposals being considered at that particular time. Stockholders who wish to ask other questions will be given an opportunity to do so in the general Q&A session following the annual meeting. For additional information regarding stockholder conduct at this annual meeting, please review our rules of conduct and procedures, which are posted on the virtual meeting platform webpage. At this time, I call the meeting to order. There are four items of business on today's agenda: the election of directors, the ratification of the appointment of the company's independent auditors, the approval on a non-binding basis, advisory basis, of the compensation of the company's named executive officers, and the approval of the amended restated Innodata Inc. equity compensation plan. I will act as chairman of this meeting. Amy Agress, Innodata's General Counsel and Secretary, will act as secretary of this meeting. I would like to take this opportunity to introduce Don Callahan, Louise Forlenza, and Stewart Massey, each a director of the company, and Rahul Singhal, president of the company. Rika Jain, partner of our independent auditors, BDO India Services Private Limited, are also present and will be available to respond to appropriate questions during the general Q&A session. Aneesh Pendharkar, SVP, Finance and Corporate Development, has been appointed to act as Inspector of Elections. The Inspector of Elections has presented to the secretary his signed oath as Inspector of Elections, and such oath will be filed with the minutes of the meeting. The board of directors set April 8th, 2026, as the record date for determining persons entitled to vote at this shareholders meeting. The secretary will present the affidavit of distribution of the notice of meeting and the accompanying proxy material and annual report and report on the existence of a quorum for the meeting. Mr. Chairman, I present a copy of the notice of annual meeting and proxy statement, an affidavit that copies thereof were duly distributed commencing on April 24th, 2026, to the holders of common stock of the company at the close of business on April 8th, 2026, the record date for determination of stockholders entitled to vote at this meeting. There are represented at the meeting, either virtually or by proxy, 19,499,498 shares of common stock, 0.01 par value per share common stock, out of a total number of 32,655,008 shares of common stock issued and outstanding and entitled to vote at the meeting. Each share of common stock is entitled to one vote. Accordingly, there are an aggregate of 32,655,008 votes entitled to be cast at this meeting, of which 59.71% are present virtually or represented by proxy. Accordingly, a quorum is present, and the meeting is duly constituted, and the business of the meeting may proceed. Thank you, Ms. Agress. The report of the secretary on the existence of a quorum is accepted. I direct that the affidavit of mailing be made part of the minutes of the meeting. We may now proceed to transact the business for which this meeting has been called. It is 5:05 P.M. Eastern Time, and the polls for voting on all matters are open. All stockholders entitled to vote at this meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again. The polls will be closed after we present all matters on the agenda. The first item of business today is the election of directors. Five directors shall be elected at today's meeting. Those five nominees receiving the highest number of votes of shares present virtually or by proxy at this meeting will be elected as directors. The directors elected today will hold office until the 2027 annual meeting of stockholders and until their successors are duly elected and qualified. As indicated in the company's proxy statement, the board of directors has nominated and recommends the following persons as directors of the company: Jack S. Abuhoff, Daniel H. Don Callahan, Richard D. Clarke, Luis C. Forlenza, Stewart R. Massey. The company's amended and restated bylaws require that a stockholder provide advance notice to the company of a stockholder's intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nominations for director closed. The second item of business submitted to stockholders for action is the ratification of the appointment by the board of directors of BDO India Services Private Limited as the company's independent auditors for the fiscal year ending December 31, 2026. This proposal will pass if it receives an affirmative vote of the majority of the shares present virtually or represented by proxy at this meeting and entitled to vote on this matter. The third item of business being submitted to stockholders for action is the approval, on a non-binding basis, advisory basis, of the compensation of the company's named executive officers. This proposal will pass if it receives the affirmative vote of a majority of the shares present virtually or represented by proxy at this meeting and entitled to vote on this matter. The fourth and final item of business being submitted to stockholders for action is the approval of the amended and restated Innodata Inc. equity compensation plan. This proposal will pass if it receives the affirmative vote of the majority of the shares present virtually or represented by proxy at this meeting and entitled to vote on the matter. The polls are about to close, so if you have not yet voted, please do so. It is now 5:08 P.M. Eastern Time, and since everyone has had the opportunity to vote, the polls are closed. The Inspector of Election has delivered his preliminary report, and I will now announce the preliminary results. Based on the Inspector of Elections' preliminary report, the five nominees for election as director have been elected as a director of the company to serve for the term expiring on the date of the company's 2027 annual meeting of stockholders until his or her successor has been duly elected and qualified. A majority of the shares present at this meeting, virtually or by proxy, and entitled to vote on the matter, voted in favor of the ratification of the appointment of BDO India Services Private Limited to act as the company's independent auditors for the fiscal year ending December 31, 2026, and accordingly, this proposal has been ratified. A majority of the shares present at this meeting, virtually or by proxy, and entitled to vote on the matter, voted in favor of the approval on a non-binding basis, advisory basis, of the compensation of the company's named executive officers, and accordingly, this proposal has been approved. A majority of the shares present at this meeting, virtually or by proxy, and entitled to vote on the matter, voted in favor of the approval of the amended and restated Innodata Inc. equity plan, and accordingly, this proposal has been approved. We will file the final report of the Inspector of Election with the meeting minutes for this meeting. We expect to report the final results of the voting on a current report on Form 8-K to be filed with the SEC within four business days of this meeting. This concludes the business for the meeting. The meeting is now adjourned. I now invite you to ask any questions you may have regarding the company and its business. To stay compliant with SEC regulations, our responses to your questions will be current through May 7, 2026, the date of Innodata's first quarter earnings call, and any subsequent public disclosures. Please follow the instructions provided on the virtual meeting screen to submit your questions. As no questions have been submitted, the Q&A period is concluded. Ladies and gentlemen, thank you for attending today's meeting. That concludes today's meeting. You may now disconnect.
Loading workspace