DILLARD'S, INC. : Submission of Matters to a Vote of Security Holders (form 8-K)

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

Dillard's, Inc. (the "Company") held its Annual Meeting of Stockholders on May
20, 2023 in Little Rock, Arkansas. The following matters were submitted to a
vote of the stockholders, the results of which were as follows:

1. Election of Directors

                                       Votes For    Votes Against    Votes 

Abstained Broker Non-Votes

     Class A Nominees:
     James I. Freeman                  9,860,690          792,798             17,294             713,271
     Rob C. Holmes                    10,536,497          116,165             18,120             713,271
     Reynie Rutledge                  10,458,237          194,171             18,374             713,271
     J.C. Watts, Jr.                   9,938,468          714,748             17,566             713,271
     Nick White                       10,380,048          268,186             22,548             713,271

     Class B Nominees:
     Robert C. Connor                  3,985,776                -                  -                   -
     William E. (Chip) Connor, II      3,985,776                -                  -                   -
     Alex Dillard                      3,985,776                -                  -                   -
     Mike Dillard                      3,985,776                -                  -                   -
     William Dillard, II               3,985,776                -                  -                   -
     William Dillard, III              3,985,776                -                  -                   -
     H. Lee Hastings, III              3,985,776                -                  -                   -
     Denise Mahaffy                    3,985,776                -                  -                   -
     Drue Matheny                      3,985,776                -                  -                   -
     Warren A. Stephens                3,985,776                -                  -                   -


Other Proposals

                                       Votes For    Votes Against    Votes 

Abstained Broker Non-Votes

  2. Ratification of the selection
     of KPMG LLP as the Company's
     independent registered public
     accounting firm for 2023:        15,239,151          113,585             17,093                   -

  3. Advisory vote on the
     compensation of the Company's
     named executive officers:        14,427,319          207,594             21,645             713,271


                                               Number
                                                   of    Number of
                                 Number of     Shares       Shares
                                    Shares      Voted    Voted for   Number of
                                 Voted for    for Two        Three      Shares      Broker
                                  One Year      Years        Years   Abstained   Non-Votes
  4. Advisory vote on the
     frequency of future
     advisory votes on the
     compensation of the
     Company's named executive
     officers:                   1,564,473     11,126   13,037,488     

43,471 713,271

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