BNED shareholders approve 4.5M share increase to equity plan, elect directors

4. Ratification of the Appointment of Ernst & Young LLP as the Independent Registered Public Accountants of the Company for the Fiscal Year Ending April 27, 2024. 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 Broker Non-Votes 47,682,677 36,682 293,017 —

3. 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 30,870,710 1,601,220 3,013,533 12,526,913

2. Vote to approve the Company’s Second Amended and Restated Equity Incentive Plan to increase the number of shares authorized to be issued under the Plan. The results of voting on the proposal are set forth below: Votes For Votes Against Abstentions Broker Non-Votes 24,621,775 6,058,328 4,805,360 12,526,913

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 Mario R. Dell'Aera, Jr. 33,766,704 223,556 1,495,203 12,526,913 Kathryn Eberle Walker 33,768,904 221,747 1,494,812 12,526,913 David G. Golden 33,381,051 609,421 1,494,991 12,526,913 Michael P. Huseby 32,026,330 1,964,272 1,494,861 12,526,913 Steven G. Panagos 33,767,051 223,476 1,494,936 12,526,913 John R. Ryan 28,446,828 5,543,641 1,494,994 12,526,913 Rory D. Wallace 33,651,773 337,715 1,495,975 12,526,913 Raphael T. Wallander 33,766,306 223,105 1,496,052 12,526,913 Denise Warren 33,638,742 350,903 1,495,818 12,526,913