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

TESSCO Technologies Incorporated (the "Company") held its 2022 Annual Meeting of Shareholders (the "Annual Meeting") on July 28, 2022, exclusively online via a live audio webcast in a virtual meeting format. Of the 9,132,796 shares of common stock outstanding as of the record date for the Annual Meeting, 7,500,846 shares, or 82.13% of the total shares eligible to vote at the Annual Meeting, were represented remotely or by proxy. Three proposals were properly submitted to the shareholders for a vote at the Annual Meeting. These proposals are described as Proposal Nos. 1, 2 and 3 in the Company's Definitive Proxy Statement on Schedule 14A (the "Proxy Statement"), which was filed with the Securities and Exchange Commission on June 17, 2022. No other proposals were properly presented for a vote at the Annual Meeting. The following is a brief description of each matter voted upon at the Annual Meeting, as well as, as applicable, the number of votes cast, both remotely and by proxy, "for" or "against," or "withheld," and the number of abstentions and broker non-votes, with respect to each matter. Voting results are, when applicable, reported by rounding fractional share voting down to the nearest round number.

Proposal No.1 - Election of Directors. Each of Timothy Bryan, Matthew W. Brewer, Steven T. Campbell, Stephanie Dismore, Vernon L. Irvin, Kathleen McLean and Sandip Mukerjee was elected to serve as a member of the Board of Directors of the Company for a term expiring at the annual meeting of shareholders to be held in 2023 and until his or her successor is duly elected and qualified. The vote on this proposal was as follows:





                                        Votes          Broker
Director              Votes FOR       WITHHELD       Non-Votes
Timothy Bryan          5,667,219         917,768        915,858
Matthew W. Brewer      6,485,188          99,799        915,858
Steven T. Campbell     5,681,369         903,618        915,858
Stephanie Dismore      5,589,252         995,735        915,858
Vernon L. Irvin        5,585,760         999,227        915,858
Kathleen McLean        5,546,215       1,038,772        915,858
Sandip Mukerjee        5,617,151         967,836        915,858

Proposal No.2 - Ratify Independent Registered Public Accountants. The Audit Committee of the Board of Directors selected the firm Ernst & Young LLP ("E&Y") to serve as the Company's independent registered public accounting firm for the fiscal year ending March 26, 2023 and sought the shareholders' ratification of E&Y's appointment. The vote on this proposal was as follows:





FOR         7,448,615
AGAINST        35,120
ABSTAIN        17,110

Proposal No.3 - An advisory vote on named executive officer compensation for the fiscal year ended March 27, 2022. The shareholders voted to approve, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officers for the fiscal year ended March 27, 2022, as disclosed in the Proxy Statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the Summary Compensation Tables and other tabular information and related materials. The vote on this proposal was as follows:





FOR                  5,083,504
AGAINST              1,475,176
ABSTAIN                 26,307
BROKER NON-VOTES       915,858




                                       2

© Edgar Online, source Glimpses