Item 5.07 Submission of Matters to a Vote of Security Holders

The annual meeting of the stockholders of Boot Barn Holdings, Inc. (the "Company") was held on August 29, 2022. At the annual meeting, the Company's stockholders voted on three proposals and cast their votes as follows:

Proposal 1: Election of Directors

The stockholders elected all of management's nominees for election as directors. The results of the vote taken were as follows:



Directors              For        Withheld     Broker Non-Vote
Chris Bruzzo        25,553,823     258,789         981,638
Eddie Burt          25,486,141     326,471         981,638
James G. Conroy     25,337,916     474,696         981,638
Lisa G. Laube       18,277,493    7,535,119        981,638
Anne MacDonald      24,828,992     983,620         981,638
Brenda I. Morris    25,479,512     333,100         981,638
Peter Starrett      24,341,830    1,470,782        981,638
Brad Weston         22,446,800    3,365,812        981,638

Proposal 2: Say-on-Pay

The stockholders voted, on an advisory basis, to approve the fiscal 2022 compensation paid to the Company's named executive officers. The results of the vote taken were as follows:

For Against Abstain Broker Non-Vote 25,146,832 636,811 28,969 981,638

Proposal 3: Ratification of Appointment of Independent Auditor

The stockholders ratified the selection, by the Audit Committee of the Board of Directors, of Deloitte & Touche LLP, an independent registered public accounting firm, as auditors of the Company for the fiscal year ending April 1, 2023. The results of the vote taken were as follows.

For Against Abstain Broker Non-Vote 25,677,430 1,107,618 9,202

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