Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

At the annual meeting of shareholders (the "Annual Meeting") of Lowe's Companies, Inc. (the "Company") held on May 29, 2020, shareholders approved an amendment to the Bylaws of the Company that lowered the threshold ownership requirement to call a special meeting of shareholders from 25% to 15% of shares outstanding.

The foregoing summary in this Item 5.03 does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, as amended and restated on May 29, 2020, attached hereto as Exhibit 3.1 and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

For more information on the proposals submitted to shareholders at the Annual Meeting held on May 29, 2020, see the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 16, 2020. Set forth below are the final voting results for each of the proposals submitted to the Company's shareholders at the Annual Meeting.

Proposal 1: Election of Directors


                    VOTES FOR   VOTES WITHHELD BROKER NON-VOTES

Raul Alvarez 551,784,072 7,901,876 102,795,789 David H. Batchelder 555,709,852 3,976,096 102,795,789 Angela F. Braly 549,725,635 9,960,313 102,795,789 Sandra B. Cochran 554,789,346 4,896,602 102,795,789 Laurie Z. Douglas 555,927,461 3,758,487 102,795,789 Richard W. Dreiling 519,792,567 39,893,381 102,795,789 Marvin R. Ellison 557,786,592 1,899,356 102,795,789 Brian C. Rogers 556,902,701 2,783,247 102,795,789 Bertram L. Scott 554,285,154 5,400,794 102,795,789 Lisa W. Wardell 557,782,271 1,903,677 102,795,789 Eric C. Wiseman 551,642,598 8,043,350 102,795,789

Proposal 2: Advisory approval of Lowe's named executive officer compensation in fiscal 2019 VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 523,333,611 34,950,799 1,401,538 102,795,789

Proposal 3: Ratification of the appointment of Deloitte & Touche LLP as Lowe's independent registered public accounting firm for fiscal 2020 VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 635,611,603 26,190,198 679,936 N/A

Proposal 4: Approve amendment to Company's Bylaws reducing the ownership threshold to call special shareholder meetings to 15% of outstanding shares VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 551,753,352 6,959,616 972,980 102,795,789

Proposal 5: Approve the Lowe's Companies, Inc. 2020 Employee Stock Purchase Plan VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 556,240,969 2,740,453 704,526 102,795,789

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Proposal 6: Shareholder proposal to reduce the ownership threshold to call special shareholder meetings to 10% of outstanding shares VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 186,393,059 371,573,196 1,719,693 102,795,789

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.
Exhibit No.    Description
  3.1            Bylaws of Lowe's Companies, Inc., as amended and restated on May
               29, 2020.

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