Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2021 Annual Meeting of Stockholders (the "Annual Meeting") of Fox Factory
Holding Corp. (the "Company") was held on May 7, 2021, at 1:00 p.m., Eastern
Time. A total of 41,845,411 shares of the Company's common stock were
outstanding and entitled to vote as of March 9, 2021, the record date for the
Annual Meeting. A total of 40,439,318 shares of the Company's common stock were
present or represented by proxy at the Annual Meeting, representing
approximately 96.64% of the shares outstanding and entitled to vote at the
Annual Meeting, thus providing a quorum.
Set forth below are the matters acted upon by the stockholders and the number of
votes with respect to each proposal, as certified by the inspector of election.
Proposal No. 1: Election of Directors
The Company's stockholders elected Michael C. Dennison, Sidney Johnson and Ted
D. Waitman to serve on the Company's Board of Directors as Class II directors,
for a three year term, ending at the 2024 Annual Meeting of Stockholders, by the
votes indicated below:
  Director Nominee         For        Withheld     Broker Non-Votes
 Michael C. Dennison    39,050,597     216,260        1,172,461
   Sidney Johnson       39,052,360     214,497        1,172,461
   Ted D. Waitman       37,481,421    1,785,436       1,172,461

Proposal 2: Ratification of Appointment of Independent Public Accountants The Company's stockholders ratified the appointment of Grant Thornton LLP as the Company's independent public accountants for fiscal year 2021 by the votes indicated below:


     For         Against     Abstain     Broker Non-Votes
  40,295,790     121,569     21,959             0

Proposal 3: Advisory Vote on the Company's Executive Compensation The Company's stockholders approved, on an advisory basis, the resolution approving the compensation of the Company's named executive officers as disclosed in the Company's definitive proxy statement by the votes indicated below:


     For         Against     Abstain     Broker Non-Votes
  37,791,964    1,452,209    22,684         1,172,461

For more information regarding Proposals 1, 2 and 3, please refer to the Company's definitive proxy statement, as filed with the Securities and Exchange Commission on March 23, 2021.

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