Item 5.07.

Submission of Matters to a Vote of Security Holders.

On September 19, 2023, we held our annual meeting of stockholders to consider and vote upon the following proposals: (1) to elect directors to serve until our next annual meeting of stockholders and until their successors are elected and qualified; (2) to provide a non-binding, advisoryvote on the compensation of our named executive officers for fiscal 2023 ("say-on-pay"); (3)to provide a non-binding,advisory vote on the frequency of future say-on-payvotes; (4) to ratify the appointment of Deloitte & Touche LLP, an independent registered public accounting firm, as our independent registered public accountant for fiscal 2024; (5) to vote on a management proposal (advisory vote to call special stockholder meeting); (6) to vote on a management proposal (ratification of Nevada exclusive forum provision); (7) to vote on a stockholder proposal (right to call special shareholder meeting); and (8) to vote on a stockholder proposal (human rights impact assessment).

1.

The following directors were elected at the annual meeting:

Director

Votes For Votes Withheld Broker
Non-
Votes

Anita D. Britt

21,941,907 342,478 11,682,528

Fred M. Diaz

21,027,624 1,256,761 11,682,528

Michelle J. Lohmeier

21,997,050 287,335 11,682,528

Barry M. Monheit

21,041,068 1,243,317 11,682,528

Robert L. Scott

21,043,439 1,240,946 11,682,528

Mark P. Smith

21,983,476 300,909 11,682,528

Denis G. Suggs

20,090,622 2,193,763 11,682,528
2.

Our stockholders approved the say-on-payproposal.

Votes
For 		Votes
Against 		Abstentions Broker
Non-Votes

Say-on-payproposal

21,426,253 666,136 191,996 11,682,528
3.

Our stockholders approved "annual" as the frequency of future say-on-payvotes.

1 Year 2 Years 3 Years Abstentions Broker
Non-Votes

Frequency of future say-on-payvotes

19,436,671 121,455 2,585,583 140,676 11,682,528

In light of these results, we will hold future say-on-pay votes on an annual basis until the occurrence of the next advisory vote on the frequency of say-on-pay votes, or until our board of directors otherwise determines that a different frequency is in the best interests of the Company and its stockholders.

4.

Our stockholders ratified the appointment of Deloitte & Touche LLP as our independent registered public accountants for the fiscal year ending April 30, 2024.

Votes
For 		Votes
Against 		Abstentions Broker
Non-
Votes

Ratification of Deloitte & Touche LLP as independent registered public accountants

33,177,044 496,085 293,784 -
5.

Our stockholders approved a management proposal concerning the right to call special stockholder meetings.

Votes
For 		Votes
Against 		Abstentions Broker
Non-Votes

Management proposal (special stockholder meeting)

21,173,132 247,215 864,038 11,682,528
6.

Our stockholders approved a management proposal concerning the ratification of a Nevada exclusive forum bylaw provision.

Votes
For 		Votes
Against 		Abstentions Broker
Non-Votes

Management proposal (exclusive forum)

18,506,490 3,641,955 135,940 11,682,528
7.

Our stockholders did not approve a stockholder proposal concerning the right to call special stockholder meetings.

Votes
For 		Votes
Against 		Abstentions Broker
Non-Votes

Stockholder proposal (special shareholder meeting)

6,204,470 15,969,806 110,109 11,682,528
8.

Our stockholders did not approve a stockholder proposal concerning a human rights impact assessment.

Votes
For 		Votes
Against 		Abstentions Broker
Non-Votes

Stockholder proposal (impact assessment)

5,912,229 16,198,734 173,422 11,682,528

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Smith & Wesson Brands Inc. published this content on 22 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 September 2023 02:22:24 UTC.