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

The Annual Meeting was held on October 13, 2021. Proxies for the Annual Meeting were solicited by the Board pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition to the Board's solicitation. There were 6,484,295 Class A shares, with each Class A share entitling the record holder thereof to one vote per share and 623,457 Class B shares, with each Class B share entitling the record holder thereof to 10 votes per share, for a combined total of 7,107,752 Class A and Class B shares entitled to vote at the Annual Meeting. A total of 5,226,286 Class A shares and 4,365,402 Class B shares, for a combined total of 9,591,688 Class A and Class B shares represented at the Annual Meeting in person or by proxy, after giving effect to the respective voting power of the Class A shares and Class B shares described in the previous sentence. The final votes on the proposals presented at the meeting were as follows:

Proposal No. 1 - Election of Directors

Deborah R. Gordon was elected as a director by the Class A shareholders to hold office until the 2024 Annual Meeting of Stockholders and until her successor has been duly elected and qualified, or, if sooner, until her death, resignation, or removal, by the following vote:



Nominee                  For      Withheld    Broker Non-Vote

Deborah R. Gordon     2,052,304   2,196,809      1,090,563


Douglas A. Starrett was elected as a director by the Class A and Class B shareholders to hold office until the 2024 Annual Meeting of Stockholders and until his successor has been duly elected and qualified, or, if sooner, until his death, resignation, or removal, by the following vote: Nominee

                     For      Withheld    Broker Non-Vote
Douglas A. Starrett      7,208,253   1,292,872      1,090,563



Proposal No. 2 - Approval of The L.S. Starrett Company 2021 Long-Term Incentive Plan

The Company's Class A and Class B shareholders voted to approve The L.S. Starrett 2021 Long-Term Incentive Plan, by the following vote:


    For       Against     Abstain    Broker Non-Vote
 7,326,106   1,050,913    124,107       1,090,563


Proposal No. 3 - Ratification of Selection of Independent Registered Public Accounting Firm

The Company's Class A and Class B shareholders ratified the selection by the Audit Committee of the Board of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2022, by the following vote:



    For       Against     Abstain

 9,333,756    48,932      209,000









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