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

(e) The Board of Directors of Patterson Companies, Inc. (the "Company") previously approved, subject to shareholder approval, an amendment to our Amended and Restated 2015 Omnibus Incentive Plan to increase the number of shares reserved for issuance thereunder from 11,500,000 to 19,500,000, subject to adjustment as provided therein. On September 13, 2021, our shareholders approved such amendment. The terms and conditions of such plan are set forth under the caption "Proposal No. 2 Amendment to Amended and Restated 2015 Omnibus Incentive Plan" in our Definitive Schedule 14A (Proxy Statement) filed with the Securities and Exchange Commission on July 30, 2021, which description is incorporated by reference herein. This description of the plan is qualified in its entirety by reference to the plan, which is filed as Exhibit 10 to this report and is incorporated by reference herein.

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

(a) The Company held its annual meeting of shareholders (the "Annual Meeting") on September 13, 2021. There were 97,229,896 shares of the Company's common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, the holders of 91,908,053 shares of common stock were represented in person or by proxy; therefore, a quorum was present.

(b) The matters that were voted upon at the Annual Meeting, and the number of votes cast for or against, as well as the number of abstentions and broker non-votes, as to each such matter, where applicable, are set forth below.

Proposal No. 1: Election of Directors

John D. Buck, Alex N. Blanco, Jody H. Feragen, Robert C. Frenzel, Francis J. Malecha, Ellen A. Rudnick, Neil A. Schrimsher and Mark S. Walchirk were elected directors of the Company to have terms expiring in 2022, and until their successors shall be elected and duly qualified. The results of the vote were as follows:





                                                        Broker
                     For          Against     Abstain   Non-Votes

John D. Buck 82,872,819 2,397,209 129,230 6,508,795 Alex N. Blanco 83,921,024 1,359,112 119,122 6,508,795 Jody H. Feragen 83,761,097 1,432,134 206,027 6,508,795 Robert C. Frenzel 83,890,132 1,384,502 124,624 6,508,795 Francis J. Malecha 83,841,778 1,436,230 121,250 6,508,795 Ellen A. Rudnick 82,577,444 2,655,583 166,231 6,508,795 Neil A. Schrimsher 83,768,228 1,513,248 117,782 6,508,795 Mark S. Walchirk 83,848,889 1,429,087 121,282 6,508,795

Proposal No. 2: Vote on Amendment to Amended and Restated 2015 Omnibus Incentive Plan

The proposal to amend the Company's Amended and Restated 2015 Omnibus Incentive Plan to increase the number of shares reserved for issuance thereunder from 11,500,000 to 19,500,000 was approved. The results of the vote were as follows:





                                   Broker
For          Against     Abstain   Non-Votes
80,775,456   4,316,547   307,255   6,508,795

Proposal No. 3: Advisory Vote on Executive Compensation

The advisory proposal concerning the Company's executive compensation program was approved. The results of the non-binding vote were as follows:





                                   Broker
For          Against     Abstain   Non-Votes
82,648,698   2,448,309   302,251   6,508,795

Proposal No. 4: Ratification of Appointment of Independent Registered Public Accounting Firm

The proposal to ratify the appointment of Ernst and Young LLP as the Company's independent registered public accounting firm for the fiscal year ending April 30, 2022 was approved. The results of the vote were as follows:





For          Against     Abstain
90,411,594   1,402,651   93,808

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Item 9.01  Financial Statements and Exhibits.



(d) Exhibits




10        Patterson Companies, Inc. Amended and Restated 2015 Omnibus Incentive
        Plan (incorporated by reference to Annex B to our Definitive Schedule 14A
        (Proxy Statement), filed July 30, 2021 (File No. 000-20572)).

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

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