Item 5.02    Departure of Directors or Certain Officers; Election of Directors;
             Appointment of Certain Officers; Compensatory Arrangements of
             Certain Officers.

As described below in Item 5.07, at the 2020 Annual Meeting of Stockholders (the "2020 Annual Meeting") of HollyFrontier Corporation ("HollyFrontier"), the stockholders approved HollyFrontier's 2020 Long Term Incentive Plan (the "LTIP"). The HollyFrontier Board of Directors (the "Board") adopted the LTIP on February 12, 2020, subject to stockholder approval at the 2020 Annual Meeting. As a result of the adoption of the LTIP, no further grants will be made under the HollyFrontier Corporation Long-Term Incentive Compensation Plan (the "Current LTIP"). However, any outstanding awards under the Current LTIP will continue in accordance with the terms of the Current LTIP and any award agreement executed in connection with such outstanding awards. The Current LTIP will be terminated following the settlement of all outstanding awards granted thereunder. The LTIP provides for the grant of unrestricted and restricted stock, restricted stock units, other stock based awards, stock options, performance awards, substitute awards, cash awards and stock appreciation rights. Subject to adjustment for certain events, an aggregate of 6,019,255 shares of common stock may be issued pursuant to awards granted under the LTIP. The LTIP will automatically expire on February 12, 2030.

A more detailed description of the material terms of the LTIP is set forth in HollyFrontier's definitive proxy statement relating to the 2020 Annual Meeting, filed with the Securities and Exchange Commission on March 26, 2020 (the "Proxy Statement"). The foregoing summary of certain terms of the LTIP is subject to and is qualified in its entirety by reference to the full text of the LTIP, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

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

HollyFrontier's virtual 2020 Annual Meeting was held on May 13, 2020. A total of 138,554,337 shares of HollyFrontier's common stock were present in person or represented by proxy at the 2020 Annual Meeting, representing over 85.6% of HollyFrontier's 161,883,593 shares of common stock outstanding and entitled to vote as of the March 16, 2020 record date. The matters submitted for a vote and the related results are set forth below. A more detailed description of each proposal is set forth in HollyFrontier's Proxy Statement. • Proposal 1 (Election of Directors): The stockholders elected all ten (10)


    director nominees to serve until HollyFrontier's annual meeting of
    stockholders in 2021, or until their earlier resignation or removal.



        Nominee             For      Against  Abstain Broker Non-Vote

Anne-Marie N. Ainsworth 117,677,209 1,743,313 117,999   19,015,816
    Douglas Y. Bech     114,749,035 4,552,915 236,571   19,015,816
   Anna C. Catalano     116,411,731 2,823,590 303,200   19,015,816
   Leldon E. Echols     114,102,980 5,016,819 418,722   19,015,816
  Michael C. Jennings   112,737,172 6,673,150 128,199   19,015,816
    R. Craig Knocke     118,512,166  605,192  421,163   19,015,816
  Robert J. Kostelnik   117,837,499 1,463,749 237,273   19,015,816
     James H. Lee       114,466,444 4,836,392 235,685   19,015,816
    Franklin Myers      114,082,534 5,210,878 245,109   19,015,816
    Michael E. Rose     118,141,960 1,161,213 235,348   19,015,816

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• Proposal 2 (Advisory Vote on the Compensation of HollyFrontier's Named


    Executive Officers): The stockholders approved on an advisory basis the
    compensation of HollyFrontier's named executive officers as disclosed in the
    Proxy Statement.



                                Broker
    For      Against  Abstain Non-Votes
112,788,048 6,265,869 484,604 19,015,816

• Proposal 3 (Ratification of the Appointment of Ernst & Young LLP): The


    stockholders ratified the appointment of Ernst & Young LLP as HollyFrontier's
    independent registered public accounting firm for the 2020 fiscal year.



    For      Against   Abstain
129,343,105 7,813,178 1,398,054

• Proposal 4 (Approval of the HollyFrontier 2020 Long Term Incentive Plan): The


    stockholders approved HollyFrontier's 2020 Long Term Incentive Plan.



                                Broker
    For      Against  Abstain Non-Votes
112,680,260 6,557,485 300,776 19,015,816

Item 9.01 Financial Statements and Exhibits.



(d)  Exhibit(s)
Exhibit No.  Description
10.1      HollyFrontier Corporation 2020 Long Term Incentive Plan.  *
104    Cover Page Interactive Date File (embedded within the Inline XBRL
documents).

*Furnished herewith.

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