Executives
Management
C. Michael Jacobi - Sturm, Ruger & Co., Inc. Kevin B. Reid, Sr. - Sturm, Ruger & Co., Inc. Phillip C. Widman - Sturm, Ruger & Co., Inc. Sandra S. Froman - Sturm, Ruger & Co., Inc. Colleen Scanlon - Catholic Health Initiatives Unverified Participant Christopher John Killoy - Sturm, Ruger & Co., Inc. Michael O. Fifer - Sturm, Ruger & Co., Inc. C. Michael Jacobi - Sturm, Ruger & Co., Inc.: Okay. Good morning. Well, the meeting comes to order. I'd like to start by welcoming all of you to Prescott with wonderful weather this morning. This is the second time we've had an Annual Meeting here in Prescott where we have a beautiful facility with 400 wonderful employees. So, we're very happy to be here. I am Mike Jacobi, the Chairman of the board of Sturm, Ruger & Company, Inc. and it is my pleasure on behalf of the directors and officers of Sturm, Ruger & Company, Inc. to welcome those present, including those attending the meeting through our webcast to the 2018 Annual Meeting of Stockholders. As a reminder, please silence your cell phone during the meeting. All questions should be held to the end of the meeting after the presentation by our Chief Executive Officer, Chris Killoy. When you do have a meeting or a question, please identify yourself, come up to the mics and the questions will be limited to two minutes. As of this time, I would like to introduce the company's other directors. First, John A. Cosentino, he was not able to attend. He is our lead Director and Vice Chairman and he's listening in to the webcast. Michael O. Fifer, who's also a Vice Chairman; Sandra S. Froman; Christopher J. Killoy, who is our President and CEO; Terrence G. O'Connor; Amir P. Rosenthal; Ronald C. Whitaker; and Phillip C. Widman. I would like to also introduce our company officers, Thomas A. Dineen, Senior Vice President, Treasurer and Chief Financial Officer. Thomas P. Sullivan, Senior Vice President of Operations; Kevin B. Reid, Sr., Vice President & General Counsel and Corporate Secretary; Shawn C. Leska, Vice President of Sales; Sarah F. Colbert, Vice President of Administration; Robert J. Werkmeister, Jr., Vice President of Marketing; and Michael W. Wilson, Vice President of Mayodan Operations. I would also like to introduce Jeff LaGueux and Craig Dent, outside counsel from Patterson Belknap Webb & Tyler. Andy Warren and Brian DiPaola, our independent auditors from RSM US LLP who are available after the meeting to answer any appropriate questions you may have, and Philip Meyer, our Stock Transfer Agent from Computershare Investor Services. In fairness to all stockholders attending the meeting or listening to the webcast and in the interest of having a fair, informative, orderly and constructive meeting, the following rules of conduct and procedure will apply. All stockholders, proxy holders and other authorized representatives must register at the reception desk before entering the room for the meeting. The use of cameras, sound recording equipment, communication devices or any other similar equipment is prohibited without the express written permission of the company. Only stockholders of record of the company's common stock as of March 15, 2018 or other proxy holders are entitled to vote at the meeting. Similarly, only stockholders of record or their proxy holders may address the floor during the question-and-answer period when the Chairman indicates the floor is open for discussion or questions. Stockholder questions or remarks must be relevant to the meeting, pertinent to matters properly before the meeting, and briefly stated within the maximum time limit of two minutes. The meeting is not to be used as a forum to present general economic, political or other views that are not directly related to the business of the company. The views and comments of all stockholders are welcome. However, the purpose of the meeting will be observed, and the Chairman will stop discussions that are irrelevant to the business of the company or the conduct of its operations, related to pending or threatened litigation, derogatory references that are not in good taste, longer than two minutes substantially repetitious of statements made by other stockholders or related to personal grievances. If there is any matter that is of personal concern to a stockholder and it is not an appropriate subject matter for general discussion, please defer discussion of such matter until after the meeting. At that time, or some other mutually convenient time, an officer of the company will be available to meet with stockholders to discuss such matters. You may also contact the company following the stockholder meeting by calling 203-259-7843 and selecting the Investor Relations option. The Chairman of the meeting shall have the authority necessary to preside over the meeting and make any and all determinations with respect to the conduct of the meeting and procedures to be followed during the meeting. The Chairman will consider the violation of these rules cause for expulsion from the meeting. In the event of disorder, the Chairman may immediately conclude the meeting and declare the polls open for such period of time as he may determine to receive votes by proxy or ballot on items of business properly before the meeting. Thank you for your cooperation. We will now conduct regular business of the meeting followed by Chris Killoy's presentation to the stockholders and a question-and-answer period. Our agenda for the formal matters to be brought before the stockholders today will be as follows: to take care of the necessary appointments and documentations for the meeting; to establish a quorum; and to take votes on the items of business properly brought before the meeting. These items of business are: one, to elect nine directors to serve on the Board of Directors for the ensuing year; to ratify the appointment of RSM US LLP as the company's independent auditors for the 2018 fiscal year; to hold an advisory vote on the compensation of the company's named executive officers; to vote on a shareholder proposal to require a report on the company's activities related to safety measures and mitigation of harm associated with company products, and many other businesses may properly come before the annual meeting or any adjournment or postponement thereof. As the company's by-laws provide, I will act as Chairman and conduct the meeting. Corporate Secretary, Kevin B. Reid, Sr., will act as secretary of the meeting and was appointed as Inspector of Elections before the meeting. As inspector, Mr. Reid will determine the presence of a quorum and serve as judge on all matters requiring a stockholder vote at this meeting. Let the minutes of today's meeting show all of the documents concerning the call and notice of this meeting are available here for inspection by any stockholder and will be filed with the records of the company, including a copy of the notice of availability of proxy materials; an affidavit of mailing certifying that the proxy materials were mailed to the stockholders of record of the company; the signed oath and report of the Inspector of Elections; and a list of registered stockholders entitled to vote at this meeting. We have previously supplied each stockholder of record with a notice regarding availability of proxy materials that contained instructions on how to access the company's Proxy Statement and Form 10-K. Extra copies of these documents are available in the back of the room. Additional Proxy forms are available for anyone here who has not submitted a Proxy and would like to do so, or for anyone here who has submitted a Proxy that he or she would like to change. If so, please see Philip Meyer of Computershare at this time. If you are voting in person today, you may give your Proxy form to Mr. Meyer at any time during this meeting, up until the vote is closed on the voting matter. In the interest of time, we encourage you to do so as soon as possible. We would ask that all those present at the meeting sign the attendance book after the meeting is adjourned, if you have not already done so. The by-laws of the company provide that a majority of the voting stock shall constitute a quorum for the transaction of business at this meeting based on proxies and stockholders present. Mr. Reid, may we have the report of the Inspector of Elections on whether or not a quorum is present? Kevin B. Reid, Sr. - Sturm, Ruger & Co., Inc.: Mr. Chairman, the proxies received by the company in connection with the 2018 Annual Meeting of Stockholders of the company have been examined and have been found to be in proper form, and there are present at the meeting in person or by proxy, at least 15,653,742 or 89.7% of the shares outstanding of the company which are entitled to vote, and such shares constitute quorum for the transaction of business at the meeting. C. Michael Jacobi - Sturm, Ruger & Co., Inc.: Thank you. Because a quorum is present, this meeting will proceed. Mr. Reid, were there any additional stockholder nominations or proposals for the business for this meeting properly filed with you as Corporate Secretary in accordance with the advance notice requirements of the company's by-laws other than those already mentioned? Kevin B. Reid, Sr. - Sturm, Ruger & Co., Inc.: No, Mr. Chairman, there were not. C. Michael Jacobi - Sturm, Ruger & Co., Inc.: As a result, the business of this meeting is limited to the matters set forth on the agenda. Detailed information on each of the proposals is included in the Proxy Statement, copies of which are available in the back of the room. The first order of business is to elect directors for the ensuing year. As indicated in the company's Proxy Statement, nine directors will be elected at today's meeting. Those directors receiving the highest number of votes, or a plurality of votes, of shares present in person or by proxy at this meeting will be elected as directors of the company to serve until the 2019 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 the following persons to serve as Directors: myself, C. Michael Jacobi; John A. Cosentino, Jr.; Michael O. Fifer; Sandra S. Froman; Christopher J. Killoy; Terrence G. O'Connor; Amir P. Rosenthal; Ronald C. Whitaker; and Phillip C. Widman. The company's by-laws require that a stockholder give advance notice to the company in order to nominate any person as a director. Because no such notice was received, I hereby declare the nominations for directors closed. The second order of business on the agenda is the ratification of the board's appointment of RSM US LLP as the company's independent auditors for the 2018 fiscal year. The affirmative vote of at least a majority of the shares entitled to vote and represented in person or by proxy at this meeting is required to ratify the appointment of RSM US LLP as our independent auditors for the 2018 fiscal year. At this time, I call upon Phillip C. Widman, the Chairman of our Audit Committee for the Audit Committee's recommendation. Phillip C. Widman - Sturm, Ruger & Co., Inc.: Mr. Chairman, I move that the action of the Board of Directors in selecting RSM US LLP as the independent registered public accounting firm for the company's 2018 fiscal year be ratified and approved. C. Michael Jacobi - Sturm, Ruger & Co., Inc.: Are there any remarks on the selection of the independent auditors? The third order of business on the agenda is an advisory vote to approve the compensation of the companies named executive officers as described in the 2018 proxy statement, otherwise known as the say-on-pay vote. While the vote is not binding on the board or the company, we will review the voting results and take them into consideration when making future decisions regarding the compensation of our named executive officers. The affirmative vote of at least the majority of the shares entitled to vote and represented in person or by proxy at this meeting is required to approve on an advisory basis the say-on-pay vote. At this time, I call upon Sandra S. Froman, a member of the Compensation Committee for the Compensation Committee's recommendation. Sandra S. Froman - Sturm, Ruger & Co., Inc.: Mr. Chairman, I move that the compensation of the company's named executive officers as described in the 2018 proxy statement be approved by advisory vote of the stockholders of record of the company as of March 15, 2018. C. Michael Jacobi - Sturm, Ruger & Co., Inc.: Are there any remarks on the motion to approve the compensation of the company's named executive officers by advisory vote? The fourth order of business is a shareholder proposal, which, if passed, would require a report on the company's activities related to safety measures and mitigation of harm associated with company products. The shareholder proposal, the supporting statement of the proponent of the proposal, and the board's recommendation and response to that proposal are contained in their entirety in the proxy statement. The affirmative vote of at least the majority of shares entitled to vote and represented in person or by proxy at this meeting as required to approve the shareholder approval. At this time, I call upon the proponent, our qualified representative of the proponent to move the proposal.