Teradata Corp (TDC) May 2026 Annual General Meeting Transcript

Good morning. I'm Mike Giannone, Chairman of Teradata. It's my pleasure to welcome you to Teradata's 2026 Annual Meeting of Stockholders. This virtual meeting will be conducted in accordance with the agenda and rules for the meeting that are posted on the meeting webpage. In accordance with the notice of meeting, I call this Annual Meeting of Stockholders to order. Joining us today are my fellow directors, including Steve McMillan, Teradata's President, management, and chief executive officer. Also joining us today is Scott Rogers, the company's chief administrative officer and corporate secretary, who is acting as secretary of the meeting, as well as other members of Teradata's management team. At this time, I would like to turn the meeting over to Scott and ask that he introduce the directors and others who are joining this meeting. He will also introduce the items of business that will be covered and walk through the voting mechanics for this meeting.

Thank you, Mike. All of Teradata's standing directors and nominees have joined the virtual meeting today, which includes Lisa Vakas, Tim Chow, Melissa Fisher, Todd McElhatton, Kim Nelson, Joanne Olson, John Schwartz, Steve McMillan, and Mike Giannone, Chairman of the Board. In addition, joining the meeting are representatives of PricewaterhouseCoopers LLP, our independent auditors and a representative of Broadridge Financial Solutions who will serve as the inspector of election for this meeting. Please note that today's meeting will not include a management presentation or a business or financial update. The board set March 19, 2026 is the record date for this meeting. We have an affidavit certifying the mailing of notice of annual meeting to all Teradata stockholders of record as of that date. Mr. Chairman, based on a preliminary count of stockholder proxies by our inspector, a quorum is present and the business of the meeting may proceed. There are four items of business to be voted on at this meeting. The election of Melissa Fisher, Steve McMillan, and Kim Nelson to serve as class one directors for three years terms expiring in 2029. Number two, an advisory non-binding say-on-pay vote to approve Teradata's Executive Compensation Number three, approval of the amended Teradata 2023 stock incentive plan. And number four, the ratification of the appointment of PwC as the company's independent registered public accounting firm for the year ending December 31, 2026. You may vote by clicking on the vote here button at the bottom right hand side of the meeting web page. I hereby declare the polls open for voting at this meeting on all matters. I will pause a moment to give stockholders the opportunity to vote if they choose to Polls are now closed. Our inspector of elections has tabulated preliminary results and has informed me that for the proposal to elect Melissa Fisher, Steve McMillan, and Kim Nelson as Class 1 Directors, each has received at least a majority of the votes cast at this meeting, and therefore each of the Class 1 Directors are elected for another term expiring in 2029. The non-binding advisory vote on executive compensation was approved by at least a majority of the common stock represented at this meeting and entitled to vote, and therefore the resolution for such item of business as set forth in the 2026 proxy statement is hereby approved the approval of the amended teradata 2023 stock incentive plan was approved by at least a majority of the common stock represented at this meeting and entitled to vote and therefore the plan is approved the proposal to ratify the appointment of pwc as the company's independent registered public accounting firm for 2026 received at least a majority of the common stock represented at this meeting and entitled to vote and the appointment is therefore ratified the company will report the final voting results as required on a form 8k to be filed with the u.s securities and exchange commission within four business days mr chairman this concludes the formal business of our meeting thank you scott we will now address any questions that have been provided through the annual meeting web page that are relevant to this meeting and that comply with the meeting rules This is Mike Giannone.

We did get a question around strategic alternatives. As a matter of policy, we do not comment on such matters. And in general, the board's focus is to drive long-term shareholder value, and the management team is executing on our hybrid first profitable growth strategy. Thank you for your question. we'll pause for more questions there are no further questions this concludes our meeting thank you to our shareholders for joining us today and for your continued support of Teradata this meeting is now adjourned ladies and gentlemen you may now disconnect