L Brands, Inc. (NYSE:LB) Files An 8-K Submission of Matters to a Vote of Security Holders

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

L Brands, Inc. (the Company) held its Annual
Meeting of Stockholders (the Annual Meeting) on
May 18, 2017. The matters voted upon at the Annual Meeting, each
of which is described in the 2017 Proxy Statement filed on April
6, 2017 (the Proxy Statement), and the results
of the voting were as follows:

Election of Directors

Donna A. James, Jeffrey H. Miro, Michael G. Morris and Raymond
Zimmerman were elected to the Board of Directors for a term of
three years. Of the 251,064,592 shares present in person or
represented by proxy at the meeting, the number of shares voted
for, the number of shares voted against, the number of shares
abstained and the number of broker non-votes were as follows,
with respect to each of the nominees:

In addition, directors whose term of office continued after the
Annual Meeting were: E. Gordon Gee, Dennis S. Hersch, David T.
Kollat, Stephen D. Steinour, Allan R. Tessler, Abigail S. Wexner
and Leslie H. Wexner.

Ratification of the Independent Registered Public
Accountants

The appointment of Ernst Young LLP as the Companys independent
registered public accountants for the 2017 fiscal year was
ratified, with 249,289,459 shares voting for the appointment,
1,541,114 shares voting against the appointment and 234,019
shares abstaining.

Advisory Vote on Executive Compensation

The compensation of the Companys executive officers as described
in the Proxy Statement was approved by the stockholders, on an
advisory basis, with 230,016,037 shares voting for the Companys
executive compensation, 2,890,140 shares voting against the
Companys executive compensation, 359,870 shares abstaining and
17,798,545 broker non-votes. 98.76% of the shares voting on the
proposal voted in favor of the proposal.

Advisory Vote to Determine the Frequency of Future Advisory
Votes on Executive Compensation

The stockholders adopted, on an advisory basis, the option to
hold an advisory vote on executive compensation every year, with
a vote of 209,422,106 shares in favor of holding the advisory
vote every year, 192,114 shares in favor of holding the advisory
vote every 2 years and 23,311,117 shares in favor of holding the
advisory vote every 3 years, with 340,710 shares abstaining and
17,798,545 broker non-votes.

In light of these results, the Board of Directors has determined
that the Company will hold an advisory vote on the Companys
executive compensation as described in the Companys proxy
statement every year.

Stockholder Proposal to Change Certain Voting Requirements

The stockholder proposal to change certain voting requirements
was approved by the stockholders, with 134,132,362 shares voting
for the proposal, 98,087,635 shares voting against the proposal,
1,046,050 shares abstaining and 17,798,545 broker non-votes.
57.76% of the shares voting on the proposal (representing 47.10%
of the total shares outstanding as of March 24, 2017, the record
date for the Annual Meeting) voted in favor of the proposal.

About L Brands, Inc. (NYSE:LB)

L Brands, Inc. operates specialty retail business. The Company is focused on women’s intimate and other apparel, personal care and beauty categories. The Company operates through three segments: Victoria’s Secret, Bath & Body Works, and Victoria’s Secret and Bath & Body Works International. Victoria’s Secret segment includes PINK, which is the specialty retailer of women’s intimate and other apparel with collections, fragrances, supermodels and runway shows. Bath & Body Works segment is the specialty retailer of home fragrance and personal care products, including shower gels, lotions, soaps and sanitizers. Victoria’s Secret and Bath & Body Works International segment includes the Victoria’s Secret and Bath & Body Works company-owned and partner-operated stores outside of the United States and Canada. The Company operates the retail brands, which include Victoria’s Secret, Bath & Body Works, La Senza and Henri Bendel. Henri Bendel is an operator of over 30 specialty stores.

L Brands, Inc. (NYSE:LB) Recent Trading Information

L Brands, Inc. (NYSE:LB) closed its last trading session up +1.36 at 50.35 with 3,227,058 shares trading hands.