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

The 2022 Annual Meeting of Shareholders (the "Annual Meeting") of Designer Brands Inc. (the "Company") was held on May 19, 2022, via live audio cast. At the Annual Meeting, the Company's shareholders considered and voted on the matters set forth below, each of which is described in greater detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 5, 2022 (the "Proxy Statement"). Set forth below are the final voting results for each of the proposals submitted to a vote of the shareholders at the Annual Meeting.

Proposal 1: Election of Director Nominees



Voting results regarding the election of the Class III director nominees were as
follows:

     Name of Nominee         Votes For    Votes Withheld     Broker Non-Votes
Elaine J. Eisenman          113,752,913      1,574,581          5,028,460
Joanna T. Lau               112,106,199      3,221,295          5,028,460
Joseph A. Schottenstein     112,486,840      2,840,654          5,028,460

Based on the voting results set forth above, Mses. Eisenman and Lau and Mr. Schottenstein were each duly elected as Class III directors with terms expiring at the 2025 Annual Meeting of shareholders.

Proposal 2: Ratification of Auditor

Voting results regarding the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 28, 2023 were as follows:



  Votes For     Votes Against    Abstentions     Broker Non-Votes
 119,075,338      1,200,320         80,296              -

Based on the voting results set forth above, the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 28, 2023 was duly ratified.

Proposal 3: Non-Binding Advisory Vote on the Compensation of Named Executive Officers

Voting results regarding the non-binding, advisory vote on the fiscal 2021 compensation of the Company's named executive officers as reported in the Proxy Statement were as follows:

Votes For Votes Against Abstentions Broker Non-Votes

112,203,174 2,930,262 194,058 5,028,460

Based on the voting results set forth above, the fiscal 2021 compensation of the Company's named executive officers was approved on an advisory basis.

Item 8.01 Other Events.

On May 19, 2022, the Company's Board of Directors (the "Board") approved a quarterly cash dividend of $0.05 per share of the Company's Class A and Class B common shares. The dividend will be paid on July 6, 2022 to shareholders of record of as of the close of business on June 22, 2022. The dividend will be paid out of the Company's capital surplus as defined under the Ohio General Corporation Law. Future declarations of dividends are subject to Board approval and may be adjusted based on the Company's results of operations, financial position, or market conditions. As it is customary, details regarding the record and payment dates for any future quarterly dividends will be announced at the time such dividends are declared by the Board.

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