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

On April 7, 2022, H.B. Fuller Company (the "Company") held its 2022 Annual Meeting of Shareholders (the "Annual Meeting") for the purposes of the election of three directors, a non-binding advisory vote to approve the compensation of our named executive officers as disclosed in the proxy statement, and the ratification of the appointment of Ernst & Young LLP as H.B. Fuller's independent registered public accounting firm for the fiscal year ending December 3, 2022. As of the record date, there was a total of 53,023,068 common shares outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 47,027,160 common shares were represented in person or by proxy, therefore a quorum was present.

The voting results for the election of three directors were as follows:



                       For       Withheld    Broker Non-Votes
Michael J. Happe
(three-year term)   43,592,182   1,210,520   2,224,458
James J. Owens
(three-year term)   44,657,173    145,529    2,224,458
Dante C. Parrini
(three-year term)   42,079,625   2,723,077   2,224,458

The voting results on a non-binding advisory vote to approve the compensation of the Company's named executive officers as disclosed in the Company's 2022 proxy statement were as follows:



   For        Against    Abstain   Broker Non-Votes
36,835,439   7,873,434   93,829    2,224,458

Votes regarding ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 3, 2022, were as follows:



   For        Against    Abstain
45,534,303   1,466,947   25,910


Item 8.01 Other Events.

On April 7, 2022, the Board of Directors of the Company authorized a share repurchase plan of up to $300 million of the Company's outstanding common shares for a period of up to five years. Under the share repurchase plan, the Company may repurchase shares for cash on the open as further described in the Company's press release, attached as Exhibit 99.1 hereto. This share repurchase plan replaces the Company's previous plan that was approved in April of 2017.



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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.





  99.1   Press Release, dated April 7, 2022, issued by H.B. Fuller Company



  104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



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