Annual General Meeting Transcript - OI 2026-05-13

John Humphrey, Board Member

Good morning, and welcome to OI's 2026 Annual Meeting of Share Owners. This is John Humphrey, OI's Independent Board Chair. I will be acting as the chairperson for today's meeting. With me on the line is Daryl Abrahams, General Counsel and Corporate Secretary. We are also joined today by our Board of Directors, as well as other members of Companies Management. Additionally, Christy Kahn-Youngberg, representing Ernst & Young, our independent registered accounting firm, and Maria Rizzutti, a duly appointed inspector of election, are also present on the line. On behalf of the entire board, I would like to thank the entire OI team for all their efforts over the past year and their continued commitment to making safe, sustainable glass packaging for the food and beverage products that we enjoy every day. Today, our agenda focuses on the business portion of the annual meeting. On your screen, you will see the agenda, a link to the proxy statement, as well as a link to the rules of conduct and procedures. We ask that you abide by these rules. We will now turn to the formal business portion of the meeting. If any share owner as of March 18, the record date, has not yet voted on the three proposals, please do so now, as the voting window will be closing upon the conclusion of reading the proposals. Share owners who have previously voted their proxies do not need to take any further action at this time. We have allocated time for your questions that specifically pertain to the matters on the agenda for this annual meeting after the adjournment of the formal part of the meeting. If you wish to do so, please use the Ask a Question function on the web portal. I now call the meeting to order. The purpose of this meeting is to discuss and vote upon the three proposals outlined in the proxy statement for this meeting. The first order of business is to determine the presence of a quorum and to submit proof of notice of the meeting. Darrell Abrahams, as Corporate Secretary, will now address these matters.

Darrow A. Abrahams, General Counsel

Thank you, John. I have in my possession an affidavit of distribution indicating that on or about March 31, 2026, the Notice of Annual Meeting of Share Owners, along with the accompanying proxy statement and its annual report to share owners, were distributed or made available to each share owner of record as of March 18, the record date for this meeting. True and correct copies of these materials were filed with the SEC on March 31, and the affidavit of distribution thereof will be copied into the minutes of this annual meeting. Additionally, I've been advised by the appointed inspector of election that there is represented at this meeting over 90% of the common stock of the company outstanding on the record date. As such, a quorum is present and the business of the meeting may proceed.

John Humphrey, Board Member

Thank you, Daryl. The next banner is a vote on the three proposals contained in the meeting notice. As a reminder, voting is currently open via the web portal. Proposal one calls for the election of 10 directors to serve for a term of one year. The nominating corporate governance committee recommended and the board has approved. The nomination of the following people, Samuel R. Chapin, David V. Clark, Eugenio Garza Garza, Gordon J. Hardy, John Humphrey, Ian J. McKay, Harry N. Nair, Sherry Pfeiffer, Catherine I. Slater, and Carol A. Williams for election as directors of the company, each to serve for a term of one year. Proposal two calls for the ratification of the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for 2026. Proposal three calls for an advisory vote to approve the compensation of our named executive officers for 2025. At this time, I declare that the polls are closed. Darrow, please report on the voting results.

Darrow A. Abrahams, General Counsel

The inspector of election has informed me that they have completed the preliminary vote count. I'm pleased to report that each of the director nominees received 96% or more of the votes cast. Further, proposals 2 and 3 received votes well in excess of the required majority of shares present and entitled to vote. The final voting results will be included in a current report on Form 8K to be filed with the SEC within four business days of the annual meeting.

John Humphrey, Board Member

Based on the reported results, I declare that each nominee for director has been duly elected. The appointment of Ernst & Young LLP as the company's independent registered public accounting firm for 2026 has been ratified, and the advisory resolution to approve the compensation paid to our named executive officers in 2025 has been approved. There being no further business to address, I now adjourn the annual meeting. With that, we will see if there are any questions related to the agenda for the annual meeting. Darrow will consolidate and summarize any such applicable questions which he will read and delegate to the appropriate person to address.

Operator

There are no questions.

John Humphrey, Board Member

So ladies and gentlemen this concludes the question and answer portion of the meeting. Let me close by saying thank you for your continued support and interest in OI and I now declare the annual meeting to be complete.

Operator

That concludes today's meeting. Thank you all for joining and you may now disconnect everyone have a great day