FRANCHISE GROUP, INC. : Submission of Matters to a Vote of Security Holders (form 8-K)

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

a.The 2021 annual meeting of stockholders of Franchise Group, Inc. (the "Company") was held on May 4, 2021 (the "Annual Meeting").

b.A quorum was present for the Annual Meeting, and the voting results of the proposals submitted to a vote of the Company's stockholders at the Annual Meeting are set forth below.

1.Each of the following nominees for director was elected by the holders of the Company's outstanding common stock to serve until the next annual meeting of stockholders or until a respective successor is elected and qualified:

Director Name             Votes For        Votes Withheld     Broker Non-Votes
Matthew Avril         24,291,291.450         468,898          10,387,036
Patrick A. Cozza      23,561,794.450       1,198,395          10,387,036
Cynthia Dubin         24,729,720.450          30,469          10,387,036
Lisa M. Fairfax       24,722,105.450          38,084          10,387,036
Thomas Herskovits     23,998,257.450         761,932          10,387,036
Brian R. Kahn         24,663,984.450          96,205          10,387,036

2.The proposal for the approval, in an advisory and non-binding vote, of the compensation of the Company's named executive officers as disclosed in the proxy statement was approved as follows:

    Votes For       Votes Against    Abstentions     Broker Non-Votes
 24,636,101.450        99,965           24,123          10,387,036

3.The proposal for the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 25, 2021 was approved as follows:

 Votes For     Votes Against    Abstentions     Broker Non-Votes
 35,127,308       18,051           1,866               0

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