Item 5.07 Submission of Matters to a Vote of Shareholders

On June 8, 2022, Avalara, Inc. held its Annual Meeting of Shareholders.

The following nominees were elected as directors, each to hold office until the Annual Meeting of Shareholders in the year shown below or the earliest to occur of his or her death, resignation, or removal and until his or her successor is elected and qualified, by the vote set forth below:



                                                                       Broker
Nominee                 Class(1)       For            Withheld        Non-Votes
Edward Gilhuly             I         50,262,466       23,220,641       7,049,558
Scott McFarlane            I         53,534,889       19,948,218       7,049,558
Tami Reller                I         52,607,215       20,875,892       7,049,558
Srinivas Tallapragada      I         72,556,721          926,386       7,049,558
Bruce Crawford             II        72,702,538          780,569       7,049,558
Marcela Martin            III        57,661,727       15,821,380       7,049,558



    (1)  The terms of Class I directors will expire at the 2025 annual meeting.
         The terms of Class II directors will expire at the 2023 annual meeting.
         The terms of Class III directors will expire at the 2024 annual meeting.


The compensation of our named executive officers as disclosed in the proxy statement was approved in an advisory vote, as set forth below:

For Against Abstain Broker Non-Votes 71,184,438 2,008,913 289,756 7,049,558

The appointment of Deloitte & Touche LLP as our independent auditor for the fiscal year ending December 31, 2022 was ratified by the vote set forth below:



   For       Against   Abstain
80,190,874   320,580   21,211


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