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

At the 2022 Annual Meeting of Stockholders (the "Annual Meeting") of SmileDirectClub, Inc. (the "Company") held on June 3, 2022, the stockholders of the Company voted on four proposals as described below.

1.The Company's stockholders elected two Class III directors, who comprise all of the directors of such class, each to serve until the 2025 Annual Meeting of Stockholders or until his successor has been duly elected and qualified, subject to earlier resignation or removal. Each nominee for director was elected by a vote of the stockholders as follows: Director Nominee Votes For Votes Withheld Broker Non-Votes Jordan Katzman 2,581,158,944 5,482,202 52,296,855 Steven Katzman 2,577,123,221 9,517,925 52,296,855

2.The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022, by a vote of the stockholders as follows:


   Votes For      Votes Against    Abstentions
 2,599,257,720      2,726,331       36,953,950


3.The Company's stockholders voted, on an advisory, non-binding, basis, to approve the Company's named executive officer compensation, as disclosed in the Company's 2022 Proxy Statement, by a vote of the stockholders as follows:


   Votes For      Votes Against    Abstentions     Broker Non-Votes
 2,581,792,768      4,615,296        233,082          52,296,855


4.The Company's stockholders voted, on an advisory, non-binding, basis, to approve the frequency of future advisory votes to approve the Company's named executive officer compensation, as disclosed in the proxy statement for the meeting, by a vote of the stockholders as follows:


   One Year      Two Years   Three Years    Abstentions     Broker Non-Votes
 2,585,260,101    603,958      410,353        366,734           52,296,855


On June 3, 2022, following the Annual Meeting, the Board of Directors determined that the Company will hold an advisory vote on the compensation of the Company's named executive officers every year until the next required advisory vote on the frequency of such vote, which will occur no later than the Company's annual meeting of stockholders in 2028.

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