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

On August 4, 2022, the Board of Directors (the "Board") of Lowe's Companies, Inc. (the "Company") elected Scott H. Baxter as a director. Mr. Baxter has served as President and Chief Executive Officer of Kontoor Brands, Inc. ("Kontoor"), a global lifestyle apparel company, since August 2018 when VF Corporation ("VF") announced its intention to separate its Jeanswear organization into an independent, publicly traded company and as Chair of Kontoor's board of directors since August 2021. Prior to August 2018, Mr. Baxter held various leadership roles at VF, an apparel, footwear and accessories company, since 2007. The Board also appointed Mr. Baxter to serve on the Compensation Committee and the Technology Committee of the Board.

The Board determined that Mr. Baxter is "independent" under the Corporate Governance Standards of the New York Stock Exchange and under the Board's Categorical Standards for Determination of Director Independence. There are no transactions involving the Company and Mr. Baxter that are required to be disclosed pursuant to Item 404(a) of Regulation S-K, and Mr. Baxter has not been previously employed by the Company. Mr. Baxter will be entitled to receive compensation for his Board and committee service in accordance with the Company's standard compensation arrangements for non-employee directors, which are described under the caption "Corporate Governance - Compensation of Directors" in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 14, 2022, as adjusted by the Board from time to time.

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