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

Shoe Carnival, Inc. (the "Company") held its 2021 Annual Meeting of Shareholders on June 10, 2021. The following is a summary of the matters voted on at the meeting, as described in detail in the Company's definitive Proxy Statement filed on April 30, 2021, and the voting results for each matter.



   1. The nominees for director were elected to serve three-year terms expiring at
      the 2024 annual meeting of shareholders and until their successors are
      elected and have qualified, as follows:




Nominee                 For        Against    Abstain   Broker Non-Votes
Kent A. Kleeberger    6,828,654   5,402,404    18,143            548,954
Charles B. Tomm      12,052,440     168,603    28,158            548,954




   2. By the following vote, the shareholders approved the advisory (non-binding)
      vote on the compensation paid to the Company's named executive officers:




   For       Against   Abstain   Broker Non-Votes
11,911,462   227,323   110,416            548,954




   3. The appointment of Deloitte & Touche LLP as the Company's independent
      registered public accounting firm for fiscal 2021 was ratified by the
      following shareholder vote:




   For       Against   Abstain   Broker Non-Votes

12,617,058   175,690     5,407                  0






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