Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) On June 12, 2020, at the 2020 Annual Meeting of Shareholders (the "Annual Meeting") of Signet Jewelers Limited (the "Company"), the shareholders of the Company approved an amendment to the Company's 2018 Omnibus Incentive Plan to increase the number of shares available for grant thereunder by 2,500,000. The Amended and Restated 2018 Omnibus Incentive Plan (the "Amended Plan") is attached hereto as Exhibit 10.1 and is hereby incorporated herein by reference. The foregoing description of the Amended Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended Plan attached hereto as Exhibit 10.1.




Item 5.07.   Submission of Matters to a Vote of Security Holders
(a)  The Annual Meeting was held on June 12, 2020.
(b)  The following matters were voted upon at the Annual Meeting and the results
of the voting were as follows:
Proposal One:
Election of ten members of the Company's Board of Directors to serve until the
next annual meeting of shareholders of the Company or until their respective
successors are elected in accordance with the Bye-laws of the Company.
Director Nominee     For          Against     Abstain   Broker Non-Votes
H. Todd Stitzer      42,085,620   209,102     32,757    7,768,685
Virginia C. Drosos   42,084,416   211,680     31,383    7,768,685
R. Mark Graf         42,112,347   181,935     33,197    7,768,685
Zackery Hicks        42,112,761   180,150     34,568    7,768,685
Helen McCluskey      41,832,756   461,540     33,183    7,768,685
Sharon L. McCollam   40,525,085   1,767,676   34,718    7,768,685
Nancy A. Reardon     41,825,483   465,902     36,094    7,768,685
Jonathan Seiffer     41,797,350   495,362     34,767    7,768,685
Brian Tilzer         41,930,067   361,964     35,448    7,768,685
Eugenia Ulasewicz    41,938,212   356,383     32,884    7,768,685


Proposal Two:
Appointment of KPMG LLP as independent auditor of the Company, to hold office
until the conclusion of the next annual meeting of shareholders and
authorization of the Audit Committee to determine its compensation.
For          Against   Abstain   Broker Non-Votes
49,462,919   524,979   108,266   0

Proposal Three: Approval, on a non-binding advisory basis, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement. For Against Abstain Broker Non-Votes 39,125,609 3,100,990 100,880 7,768,685




Proposal Four:
Approval of an amendment to the Signet Jewelers Limited 2018 Omnibus Incentive
Plan, including to increase the number of shares available for issuance
thereunder.
For          Against     Abstain   Broker Non-Votes
39,302,530   2,895,961   128,988   7,768,685





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Item 9.01  Financial Statements and Exhibits
(d)  Exhibits
Exhibit Number                         Description of Exhibit
     10.1           Amended and Restated 2018 Omnibus Incentive Plan

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

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