Attached files

file filename
EX-32.2 - EXHIBIT 32.2 Q420 - Barnes & Noble Education, Inc.bned-ex322_20200502xq420.htm
EX-32.1 - EXHIBIT 32.1 Q420 - Barnes & Noble Education, Inc.bned-ex321_20200502xq420.htm
EX-31.2 - EXHIBIT 31.2 Q420 - Barnes & Noble Education, Inc.bned-ex312_20200502xq420.htm
EX-31.1 - EXHIBIT 31.1 Q420 - Barnes & Noble Education, Inc.bned-ex311_20200502xq420.htm
EX-21.1 - EXHIBIT 21.1 LIST OF SUBSIDIARIES - Barnes & Noble Education, Inc.bned-ex211_20200502xq420.htm
EX-4.3 - EXHIBIT 4.3 FIRST AMENDMENT TO RIGHTS PLAN - Barnes & Noble Education, Inc.bned-ex43firstamendmenttor.htm
EX-4.1 - EXHIBIT 4.1 DESCRIPTION OF CAPITAL STOCK - Barnes & Noble Education, Inc.bned-ex41descriptionofcapi.htm
10-K - 10-K 2020 - Barnes & Noble Education, Inc.bned-20200502x10kq420.htm


Exhibit 23.1



CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in the following Registration Statements:

(i)
Registration Statement (Form S-8 No. 333-227515), which relates to the Barnes & Noble Education, Inc. Amended and Restated Equity Incentive Plan,

(ii)
Registration Statement (Form S-8 No. 333-206893) and Registration Statement (Form S-8 No. 333-213673) each of which relates to the Barnes & Noble Education, Inc. Equity Incentive Plan;

of our reports dated July 14, 2020, with respect to the consolidated financial statements and schedule of Barnes & Noble Education, Inc. and subsidiaries and the effectiveness of internal control over financial reporting of Barnes & Noble Education, Inc. and subsidiaries included in this Annual Report (Form 10-K) for the year ended May 2, 2020.

/s/ Ernst & Young LLP
Iselin, New Jersey
July 14, 2020