GRIFFON CORP 10-Q

Item 5 Other Information Submission of Matters to a Vote of Security Holders. On January 28, 2021, Griffon held its Annual Meeting. Of the 56,225,426 shares of common stock outstanding and entitled to vote, 53,678,628 shares, or 95.5%, were represented at the meeting in person or by proxy, and therefore a quorum was present. The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows: Item No. 1: All of the Board’s nominees for Class II directors were elected to serve until Griffon’s 2024 Annual Meeting of Stockholders, by the votes set forth below: 47 Nominee For Withheld Broker Non-Votes Henry A. Alpert 36,734,967 15,328,412 1,615,249 Jerome L. Coben 50,896,931 1,166,448 1,615,249 Ronald J. Kramer 48,099,148 3,964,231 1,615,249 General Victor Eugene Renuart 51,100,257 963,122 1,615,249 Kevin F. Sullivan 50,961,302 1,102,077 1,615,249 Item No. 2: The stockholders approved, on an advisory basis, the compensation of the named executive officers as disclosed in Griffon’s Proxy Statement, by the votes set forth below: For Against Abstain Broker Non-votes 26,187,930 25,210,174 665,276 1,615,248 Item No. 3: The stockholders ratified the appointment of Grant Thornton LLP as Griffon’s independent registered public accounting firm for fiscal 2021, by the votes set forth below: For Against Abstain 53,082,277 545,610 50,739 Item 6 Exhibits 31.1 Certification pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32 Certifications pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Schema Document 101.CAL XBRL Taxonomy Extension Calculation Document 101.DEF XBRL Taxonomy Extension Definitions Document 101.LAB XBRL Taxonomy Extension Labels Document 101.PRE XBRL Taxonomy Extension Presentations Document 48 Table of Contents SIGNATURES 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 thereunto duly authorized. GRIFFON CORPORATION /s/ Brian G. Harris Brian G. Harris Senior Vice President and Chief Financial Officer (Principal Financial Officer) /s/ W. Christopher Durborow W. Christopher Durborow Vice President and Chief Accounting Officer (Principal Accounting Officer) Date: January 28, 2021 49