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

HEICO Corporation (the "Company") held its Annual Meeting of Shareholders on Friday, March 17, 2023. The shareholders voted on four proposals, each of which is described in more detail in the Company's definitive proxy statement filed on February 3, 2023.

Only holders of record of HEICO Common Stock, $0.01 par value per share ("Common Stock"), and Class A Common Stock, $0.01 par value per share ("Class A Common Stock"), as of the close of business on January 20, 2023 (the record date) were entitled to vote at the Annual Meeting. On that date, there were outstanding 54,553,440 shares of Common Stock, each entitled to one vote, and 82,157,085 shares of Class A Common Stock, each entitled to 1/10th vote per share.

Proposal 1: Proposal to Elect Directors

The Company's shareholders elected all nine director nominees to serve until the next annual meeting of shareholders or until a successor is elected and qualified. The result of the vote is set forth in the table below:



                 Director                For            Withheld        Broker Non-Votes

          Thomas M. Culligan            51,300,955         769,253               4,892,281
          Carol F. Fine                 51,813,800         256,408               4,892,281
          Adolfo Henriques              51,076,127         994,081               4,892,281
          Mark H. Hildebrandt           31,631,839      20,438,369               4,892,281
          Eric A. Mendelson             50,970,931       1,099,277               4,892,281
          Laurans A. Mendelson          49,846,425       2,223,783               4,892,281
          Victor H. Mendelson           50,969,688       1,100,520               4,892,281
          Julie Neitzel                 51,233,618         836,590               4,892,281
          Dr. Alan Schriesheim          37,418,000      14,652,208               4,892,281
          Frank J. Schwitter            49,072,980       2,997,228               4,892,281




Proposal 2:  Advisory Vote on Executive Compensation

The Company's shareholders held a non-binding, advisory vote on executive compensation. The result of the vote is set forth in the table below:



                     For            Against        Abstain        Broker Non-Votes

                  47,780,793       4,217,045       72,370            4,892,281

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Proposal 3: Advisory Vote On The Frequency of Holding Future Advisory Votes on

Executive Compensation

The Company's shareholders held a non-binding, advisory vote on how frequently they would like an advisory vote on executive compensation. The result of the vote is set forth in the table below:



              3 Years        2 Years         1 Year         Abstain        Broker Non-Votes

              4,696,764        206,314      47,031,549        135,581               4,892,281

Proposal 4: Ratification of Independent Registered Public Accounting Firm

The Company's shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending October 31, 2023. The result of the vote is set forth in the table below:



                              For            Against        Abstain

                           55,164,902       1,389,555       408,032

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