THOR INDUSTRIES INC false 0000730263 0000730263 2023-12-15 2023-12-15

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15 (d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): December 15, 2023

 

 

 

LOGO

THOR Industries, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   1-9235   93-0768752
(State or Other Jurisdiction
of Incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 

601 East Beardsley Avenue,

Elkhart, Indiana

   46514-3305
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (574) 970-7460

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  ☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading
Symbol(s)

  

Name of each exchange
on which registered

Common Stock (Par value $.10 Per Share)   THO   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

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

THOR Industries, Inc. (the “Company”) held its 2023 annual meeting of shareholders (the “Annual Meeting”) on December 15, 2023. At the Annual Meeting, there were 47,442,615 shares of common stock of the Company present in person or by proxy and entitled to vote. The Company’s shareholders were asked to vote on four proposals: (1) the election of 8 directors, (2) the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2024, (3) the approval, on an advisory basis, of one-year frequency of the “Say on Pay” vote, and (4) the approval, on an advisory basis, of the compensation of the Company’s named executive officers.

Proposal #1 – Election of Directors. The shareholders elected 8 nominees as directors to hold office until the 2024 annual meeting of shareholders and until their respective successors are duly elected and qualified by the following vote:

 

Nominees   FOR   WITHHELD

01)Andrew Graves

   44,802,435   301,412

02)Christina Hennington

   44,818,969   284,878

03)Amelia A. Huntington

   44,094,938   1,008,909

04)Laurel Hurd

   44,858,348   245,499

06)William J. Kelley, Jr.

   44,829,517   274,330

07)Christopher Klein

   44,706,480   397,367

08)Robert W. Martin

   44,885,860   217,987

09)Peter B. Orthwein

   44,548,700   555,147

Proposal #2 – Ratification of the appointment of Deloite &Touche LLP as our independent registered public accounting firm for our Fiscal Year 2024.

 

FOR

  

AGAINST

  

ABSTAIN

44,763,413   2,656,531   22,671

Proposal #3 – Advisory vote to approve the frequency of the “Say on Pay” vote.

 

1 YEAR

  

2 YEARS

  

3 YEARS

  

ABSTAIN

43,724,504   170,548   1,175,387   33,408

Proposal #4 – Non-binding advisory vote to approve the compensation of our named executive officers.

 

FOR

  

AGAINST

  

ABSTAIN

40,571,499   4,459,944   72,404

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.

 

    THOR Industries, Inc
Date December 15, 2023      

/s/ Trevor Gasper

    Name:   Trevor Gasper
    Title:  

Senior Vice President

General Counsel and Secretary

v3.23.3
Document and Entity Information
Dec. 15, 2023
Cover [Abstract]  
Entity Registrant Name THOR INDUSTRIES INC
Amendment Flag false
Entity Central Index Key 0000730263
Document Type 8-K
Document Period End Date Dec. 15, 2023
Entity Incorporation State Country Code DE
Entity File Number 1-9235
Entity Tax Identification Number 93-0768752
Entity Address, Address Line One 601 East Beardsley Avenue
Entity Address, City or Town Elkhart
Entity Address, State or Province IN
Entity Address, Postal Zip Code 46514-3305
City Area Code (574)
Local Phone Number 970-7460
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock (Par value $.10 Per Share)
Trading Symbol THO
Security Exchange Name NYSE
Entity Emerging Growth Company false
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