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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
__________________
FORM 8-K
__________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 18, 2023
__________________
THE HOME DEPOT, INC.
(Exact Name of Registrant as Specified in Charter)
 __________________
Delaware    1-8207    95-3261426
(State or Other Jurisdiction
of Incorporation)		    (Commission
File Number)		    (IRS Employer
Identification No.)
2455 Paces Ferry Road, Atlanta, Georgia 30339
(Address of Principal Executive Offices) (Zip Code)
(770) 433-8211
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 __________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.05 Par Value Per Share HD New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



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

The 2023 Annual Meeting of Shareholders of The Home Depot, Inc. (the “Company”) was held on May 18, 2023. 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 of the Company:
FOR AGAINST ABSTAIN BROKER
NON-VOTES
Gerard J. Arpey 716,257,328 9,827,357 1,332,063 138,414,748
Ari Bousbib 705,095,743 20,991,758 1,329,247 138,414,748
Jeffery H. Boyd 699,662,962 26,440,347 1,313,439 138,414,748
Gregory D. Brenneman 700,477,557 25,640,560 1,298,631 138,414,748
J. Frank Brown 692,164,606 33,943,033 1,309,109 138,414,748
Albert P. Carey 691,602,159 34,466,842 1,347,747 138,414,748
Edward P. Decker 676,434,166 48,265,105 2,717,477 138,414,748
Linda R. Gooden 713,373,778 12,795,066 1,247,904 138,414,748
Wayne M. Hewett 713,098,942 12,987,013 1,330,793 138,414,748
Manuel Kadre 717,147,371 8,947,455 1,321,922 138,414,748
Stephanie C. Linnartz 714,067,251 12,093,465 1,256,032 138,414,748
Paula Santilli 717,559,770 8,628,963 1,228,015 138,414,748
Caryn Seidman-Becker 709,984,334 16,149,032 1,283,382 138,414,748
Proposal 2: The appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending January 28, 2024 was ratified.
FOR AGAINST ABSTAIN BROKER
NON-VOTE
830,361,341 33,948,474 1,521,681 N/A
Proposal 3: An advisory vote on executive compensation (“Say-on-Pay”) was approved.
FOR AGAINST ABSTAIN BROKER
NON-VOTE
691,751,094 32,911,887 2,753,767 138,414,748
Proposal 4: The votes cast on the proposal regarding the frequency of future Say-on-Pay votes were as follows:
EVERY ONE YEAR EVERY TWO YEARS EVERY THREE YEARS ABSTAIN BROKER NON-VOTE
712,868,471 1,843,817 10,829,827 1,874,633 138,414,748
Proposal 5: A shareholder proposal regarding the amendment of the shareholder written consent right was not approved.
FOR AGAINST ABSTAIN BROKER
NON-VOTE
268,749,556 454,634,781 4,032,411 138,414,748
Proposal 6: A shareholder proposal regarding an independent chair of the Board was not approved.
FOR AGAINST ABSTAIN BROKER
NON-VOTE
190,568,732 525,800,696 11,047,320 138,414,748
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Proposal 7: A shareholder proposal regarding a political contributions congruency analysis was not approved.
FOR AGAINST ABSTAIN BROKER
NON-VOTE
225,203,675 494,356,100 7,856,973 138,414,748
Proposal 8: A shareholder proposal regarding the rescission of the racial equity audit proposal vote was not approved.
FOR AGAINST ABSTAIN BROKER
NON-VOTE
6,513,172 715,127,428 5,776,148 138,414,748
Proposal 9: A shareholder proposal regarding a senior management commitment to avoid political speech was not approved.
FOR AGAINST ABSTAIN BROKER
NON-VOTE
11,989,659 709,324,149 6,102,940 138,414,748


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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
THE HOME DEPOT, INC.
Date: May 23, 2023
 By: /s/ Teresa Wynn Roseborough
Name: Teresa Wynn Roseborough
      Title: Executive Vice President, General Counsel and Corporate Secretary

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