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KINS · Kingstone Companies, Inc.
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$18.56 -0.48 (-2.52%)
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$275.63M
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Volume · Oct 9 38.32K Avg daily vol (3M) 97.25K
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Annual General Meeting · 2026-08-05

Kingstone Companies, Inc. (KINS) August 2026 Annual General Meeting Transcript

Concluded Aug 5, 2026 Audio replay Verified speakers
Aug 5, 2026 9:33 10 turns
Period
2026-08-05
Runtime
9:33
Sources
2 artifacts

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Verified speakers 9:33 Audio
Thomas Newgarden Board Member

Good morning, ladies and gentlemen.

Speaker 3

I am Thomas Newgarden, non-executive chairman of the board of the company, and I will act as chairman of the company.

Thomas Newgarden Board Member

Thank you for joining us virtually this morning and to welcome you to our 2026th annual meeting. We are excited to be hosting our second virtual annual meeting of stockholders. We believe that the virtual meeting will allow us to be more inclusive and reach a greater number of our stockholders. We have stockholders attending via the web portal and through the 800 rules of conduct for this meeting are posted in the meeting materials section of the annual meeting portal. In order to conduct an orderly meeting, we ask that you follow these rules. We will conduct the business portion of our meeting first and answer questions at the end of the meeting. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. During the formal meeting, we will address the following matters described in the company's proxy statement. The gratification of the selection of CBIS CPAs PC as the company's independent, registered public accounting firm, an advisory vote to approve the compensation of the company's named executive officers, may properly come before the meeting. The polls are now open for voting on all matters to be presented. We will not accept the ballot proxies, revocations, or changes after the closing of the poll. If you have submitted a vote by proxy and do not wish to change your vote, you do not need to vote. Your chair will be voted as previously instructed. Stockholders who have not yet voted or who wish to change their vote may do so now by clicking the button on your screen. After we complete the formal meeting, there will be a question and answer period. Only validated stockholders may ask questions in the designated field on the website. Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use any recording device, as well as a question and answer period to follow, representatives of the company regarding future events or future financial performance of the company, which involve risks and uncertainties. Such statements are only predictions, and results may differ materially from those predictions due to a number of risks, those set forth in Part 1, Item 1A, of the company's annual report on Form 10-K for the year ended December 31, 2025. Floyd Tupper, sub-secretary of the company, will act as secretary of the meeting. Mr. Tupper, do you have a list of stockholders entitled to notice of and to vote at this meeting and evidence of the mailing of the notice of this meeting?

Floyd R. Tupper Board Member

I am reporting that I have a list of the holders of record of the common shares of the company at the close of business on June 12, 2026, the record date fixed by the Board of Directors as certified by Guernetian Trust Company, LLC, the transfer agent for the company's common shares. Further, I have proof by an affidavit of distribution executed on behalf of Broadridge Financial Solutions, Inc., the proxy services company utilized by the company as to the mailing of the notice of this annual meeting.

Thomas Newgarden Board Member

The Affidavit of Distribution is approved and is ordered annexed to the minutes of this meeting as Exhibit A. The company has appointed American Election Services LLC, represented by Mr. John F. Halua, to act as the inspector of election for this annual meeting. The inspector has subscribed to the necessary oath. I direct that the oath subscribed to by the inspector be annexed to the minutes of this meeting as Exhibit B. The inspector has advised me that we have received the necessary number of votes to constitute a quorum for the meeting today, and we may now carry out the official business of the meeting. We will now proceed with the formal business of the meeting. I direct that the report of the inspector as to quorum be annexed to the minutes of this meeting as Exhibit C. The first order of business is the election of six directors, each to serve in accordance with the bylaws of the company until the next annual meeting of stockholders and until their respective successors have been elected and have qualified or until their earlier resignation or removal. The Board of Directors has designated Merrill S. Golden, Thomas Newgarden, Floyd R. Tupper, William L. Yankes, Manmohan Singh, Pranav Pazrisha as nominees for election. The company's bylaws require that a stockholder provide advance notice to the company of a stockholder's intent to nominate persons or directors. No such notice was received. Accordingly, I declare the nominees for the directors closed. Are there any questions concerning the election of directors? Seeing none, we will move on to the next order of business. The next order of business is to ratify the selection of CBIS CPAs PC as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026. As indicated in the company's proxy statement for this meeting, even if the selection of CBiz at the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026 is ratified by stockholders, the audit committee of the board of directors in its discretion may change the appointment at any time during the year if it determines that such a change would be in the best interest of the company and its stockholders are there any questions concerning this proposal seeing none we will move on to the next order of business final order of business is to hold a non-binding advisory vote on a compensation of our named executive officers the board of directors recommends that stockholders vote for the approval of the advisory resolution relating to the compensation of our named executive officers Are there any questions regarding this proposal?

Speaker 3

Seeing none, we will move on.

Thomas Newgarden Board Member

There being no further nominations or proposals, any stockholder who hasn't yet voted or wishes to change their votes may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or internet and do not want to change their vote do not need to take any further action. It is now 9.08 a.m. on August 5, 2026, and the polls for each matter to be voted on at this meeting are now closed. The votes will be tabulated by the inspector. At this time, the inspector will provide us with a preliminary report on the voting results. The inspector has delivered its preliminary report as to voting. As shown by the preliminary report, the stockholders have, one, elected the following persons as directors of the company, Meryl S. Golden, Thomas Newgarden, Floyd R. Tupper, William L. Yankes, Manmohan Singh, Pranav Pazresha. Two, ratified the selection of CBIS CPA PC as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026. and 3. Approved on a non-binding advisory basis, the compensation of the company's final results of voting will be set forth in the report of the inspector of election and will be included in the minutes of the meeting as Exhibit D. Final results will also be included in our current report on Form 8K filed with the SEC. This annual meeting of stockholders is now adjourned. Thank you again for your attendance at today's meeting. We will now proceed with the question and answer period. Merrill Golden, the company's CEO, will be responding to your questions.

Speaker 3

There are no questions.

Thomas Newgarden Board Member

There being no questions, I want to thank you all for attending today's meeting and for the interest you have shown in the affairs of Kingstone Companies. Thank you for joining and have a pleasant day.

Speaker 3

This concludes today's call. Thank you for your participation. You may now disconnect.

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