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

HEICO Corporation (the "Company") held its Annual Meeting of Shareholders on Friday, March 18, 2022. The shareholders voted on three proposals, each of which is described in more detail in the Company's definitive proxy statement filed on February 4, 2022.

Only holders of record of HEICO Common Stock, $0.01 par value per share ("Common Stock"), and Class A Common Stock, $0.01 par value per share ("Class A Common Stock"), as of the close of business on January 21, 2022 (the record date) were entitled to vote at the Annual Meeting. On that date, there were outstanding 54,475,446 shares of Common Stock, each entitled to one vote, and 81,387,801 shares of Class A Common Stock, each entitled to 1/10th vote per share.

Proposal 1: Proposal to Elect Directors

The Company's shareholders elected all nine director nominees to serve until the next annual meeting of shareholders or until a successor is elected and qualified. The result of the vote is set forth in the table below:



                 Director                For            Withheld        Broker Non-Votes

          Thomas M. Culligan            50,644,450         432,299               5,106,671
          Adolfo Henriques              50,319,020         757,729               5,106,671
          Mark H. Hildebrandt           39,483,705      11,593,044               5,106,671
          Eric A. Mendelson             49,021,611       2,055,138               5,106,671
          Laurans A. Mendelson          48,154,880       2,921,869               5,106,671
          Victor H. Mendelson           49,024,533       2,052,216               5,106,671
          Julie Neitzel                 50,140,975         935,774               5,106,671
          Dr. Alan Schriesheim          45,395,040       5,681,709               5,106,671
          Frank J. Schwitter            49,141,020       1,935,729               5,106,671




Proposal 2:  Advisory Vote on Executive Compensation

The Company's shareholders held a non-binding, advisory vote on executive compensation. The result of the vote is set forth in the table below:



                     For            Against        Abstain        Broker Non-Votes

                  44,893,437       6,132,801       50,511            5,106,671




Proposal 3:  Ratification of Independent Registered Public Accounting Firm

The Company's shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending October 31, 2022. The result of the vote is set forth in the table below:



                              For            Against        Abstain

                           55,129,814        999,297        54,309

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