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

The 2020 Annual Meeting of Stockholders (the "Annual Meeting") of Barnes & Noble Education, Inc. (the "Company") was held on October 22, 2020. At the Annual Meeting, 42,833,149 shares of Common Stock were represented in person or by proxy out of the 48,633,117 shares of Common Stock outstanding and entitled to vote as of August 25, 2020, the record date for the Annual Meeting. The voting results for each of the proposals submitted to a vote of the stockholders of the Company at the Annual Meeting are set forth below.

1. Election of Directors. The Company's stockholders elected the Board's nominees as Directors of the Company by the following vote:



        Name              Votes For        Votes Against       Abstentions        Broker Non-Votes
Emily C. Chiu             26,946,271         3,921,415            13,537             11,951,926
Daniel A. DeMatteo        23,594,518         5,450,827          1,835,878            11,951,926
David G. Golden           23,440,503         5,604,957          1,835,763            11,951,926
Michael P. Huseby         26,874,120         3,992,608            14,495             11,951,926
Zachary D. Levenick       27,408,960         1,635,495          1,836,768            11,951,926
Lowell W. Robinson        30,671,794          194,636             14,793             11,951,926
John R. Ryan              26,358,189         4,508,145            14,889             11,951,926
Jerry Sue Thornton        23,630,253         5,415,645          1,835,325            11,951,926
David A. Wilson           23,681,861         5,363,482          1,835,880            11,951,926

2. Advisory (non-binding) Vote on Executive Compensation. The Company's stockholders approved, on an advisory basis, compensation of the Company's named executive officers by an affirmative vote of a majority of the votes cast on the proposal. The results of voting on the proposal are set forth below:



             Votes For        Votes Against       Abstentions        Broker Non-Votes
             25,162,764         5,640,718            77,740             11,951,927

3. Ratification of the Appointment of Ernst & Young LLP as the Independent Registered Public Accountants of the Company for the Fiscal Year Ending May 1, 2021. The Company's stockholders approved the proposal by an affirmative vote of a majority of the votes cast on the proposal. The results of voting on the proposal are set forth below:



                      Votes For        Votes Against       Abstentions
                      42,493,833          268,237             71,079

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