Submission of Matters to a Vote of Security Holders (Form 8-K)

Submission of Matters to a Vote of Security Holders.

The 2021 annual meeting of stockholders (the 'Annual Meeting') of IAA, Inc. (the 'Company') was held on June 16, 2021. At the Annual Meeting, the Company's stockholders (i) elected the three director nominees identified in the table below to the Board of Directors to serve until the Company's 2022 annual meeting of stockholders and until their respective successors are elected and qualified, (ii) approved, on an advisory basis, the compensation of the Company's named executive officers, and (iii) ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending January 2, 2022.

Set forth below are the final voting tallies for the Annual Meeting:

Election of Directors.

		For		Against		Abstain		Broker Non-Votes
Bill Breslin		118,032,246		150,966		81,810		5,616,211
Brian Bales		118,128,165		54,327		82,530		5,616,211
Olaf Kastner		118,118,454		63,752		82,816		5,616,211

Advisory Approval of Named Executive Officer Compensation.

For		Against		Abstain		Broker Non-Votes
113,915,738		4,261,742		87,542		5,616,211

Ratification of Independent Registered Public Accounting Firm.

For		Against		Abstain		Broker Non-Votes
123,782,405		16,307		82,521		-

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