Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 23, 2021, Larry L. Enterline, Executive Chairman of the Board of Directors (the "Board") of Fox Factory Holding Corp. (the "Company") provided notice of his intent to resign from the Board effective April 2, 2021. Mr. Enterline served as the Executive Chairman of the Board since June 2019, before which he served as the Chief Executive Officer of the Company for eight years. The resignation of Mr. Enterline is not the result of any dispute or disagreement with the Company or the Board on any matter relating to the operations, policies or practices of the Company.

Item 7.01 Regulation FD Disclosure

Following the recommendation of the Nominating and Corporate Governance Committee (the "Committee"), on February 24, 2021, the Board appointed Dudley Mendenhall to succeed Mr. Enterline as the Chairperson of the Board, effective April 2, 2021. Mr. Mendenhall currently serves as the Lead Independent Director and Chairperson of the Audit Committee. Following Mr. Mendenhall's appointment as Chairman of the Board, he will no longer serve as Lead Independent Director or Chairperson of the Audit Committee. On February 24, 2021, upon the recommendation of the Committee, the Board appointed Jean Hlay to succeed Mr. Mendenhall as Chairperson of the Audit Committee, effective April 2, 2021.

On February 25, 2021, the Company issued a press release announcing Mr. Enterline's retirement from the Board and the appointments of Mr. Mendenhall and Ms. Hlay as Chairman of the Board and Chairperson of the Audit Committee, respectively, with each action to be effective April 2, 2021, which is filed as Exhibit 99.1 to this Current Report on Form 8-K.



The information contained or incorporated in this Item 7.01 of this Current
Report is being furnished, and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such a filing.
Item 9.01  Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished herewith:
       Exhibit Number        Description
            99.1             Press Release by Fox Factory Holding Corp., dated February 25, 2021
            104              Cover Page Interactive Data File (embedded with the Inline XBRL
                             document)

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