Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On May 21, 2020, the Board of Directors of The Home Depot, Inc. (the "Company") appointed Stephen L. Gibbs, 47, as the Company's Vice President, Chief Accounting Officer and Corporate Controller, designating him as the Company's principal accounting officer. Mr. Gibbs has served as the Company's Vice President and Corporate Controller since March 2020, after joining the Company as Vice President - Finance in February 2020. Prior to joining the Company, Mr. Gibbs served as Senior Vice President, Controller and Chief Accounting Officer for Tyson Foods, Inc. from 2018 to 2020, and as Vice President and Chief Accounting Officer for Keurig Green Mountain, Inc. (now Keurig Dr Pepper Inc.) from 2011 to 2017. Richard V. McPhail, who was designated as the Company's principal financial officer and principal accounting officer upon his appointment as the Company's Executive Vice President and Chief Financial Officer effective September 1, 2019, will continue to serve in his capacity as principal financial officer. Item 5.07. Submission of Matters to a Vote of Security Holders. The Company's 2020 Annual Meeting of Shareholders was held on May 21, 2020. Below are the final vote results from the meeting. Proposal 1: The following nominees were elected by majority vote to serve on the Board of Directors:


                                                                            BROKER
                             FOR            AGAINST         ABSTAIN        NON-VOTES
Gerard J. Arpey          745,091,467       4,657,502       1,097,850      166,181,361
Ari Bousbib              729,983,997       19,670,733      1,192,089      166,181,361
Jeffery H. Boyd          745,601,592       4,137,719       1,107,508      166,181,361
Gregory D. Brenneman     722,672,980       27,013,429      1,160,410      166,181,361
J. Frank Brown           744,548,312       5,184,143       1,114,364      166,181,361
Albert P. Carey          733,496,427       16,242,265      1,108,127      166,181,361
Helena B. Foulkes        739,804,177       5,619,043       5,423,599      166,181,361
Linda R. Gooden          747,823,164       2,019,957       1,003,698      166,181,361
Wayne M. Hewett          746,669,845       3,047,176       1,129,798      166,181,361
Manuel Kadre             743,911,206       5,534,120       1,401,493      166,181,361
Stephanie C. Linnartz    747,450,984       2,391,072       1,004,763      166,181,361
Craig A. Menear          703,475,799       43,380,764      3,990,256      166,181,361

Proposal 2: The appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal 2020 was ratified.


                                                   BROKER
     FOR            AGAINST         ABSTAIN       NON-VOTE
 878,064,248       37,374,721      1,589,211         N/A


Proposal 3: An advisory vote on executive compensation ("Say-on-Pay") was
approved.
                                                    BROKER
     FOR            AGAINST         ABSTAIN        NON-VOTE
 721,785,955       25,767,604      3,293,260      166,181,361

Proposal 4: A shareholder proposal regarding amendment of the shareholder written consent right was not approved.


                                                     BROKER
     FOR             AGAINST         ABSTAIN        NON-VOTE
 144,768,332       602,020,664      4,057,823      166,181,361



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Proposal 5: A shareholder proposal regarding EEO-1 disclosure was not approved.


                                                      BROKER
     FOR             AGAINST         ABSTAIN         NON-VOTE
 263,127,759       471,352,129      16,366,931      166,181,361


Proposal 6: A shareholder proposal regarding executive ownership guidelines was
not approved.
                                                     BROKER
     FOR             AGAINST         ABSTAIN        NON-VOTE
 196,168,738       548,296,860      6,381,221      166,181,361

Proposal 7: A shareholder proposal regarding an electioneering contributions congruency analysis was not approved.


                                                     BROKER
     FOR             AGAINST         ABSTAIN        NON-VOTE
 244,620,248       496,985,495      9,241,076      166,181,361



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