Supplement to Definitive Proxy Statement for Annual Meeting of
Shareholders to be held December 15, 2020
This proxy statement supplement (the “Proxy Supplement”) updates
and amends our definitive proxy statement (the “Proxy Statement”)
filed with the Securities and Exchange Commission on
November 2, 2020 regarding the 2020 Annual Meeting of
Shareholders of Winnebago Industries, Inc. (the “Annual Meeting”)
to be held on December 15, 2020 at 4:00 p.m. Central Standard
Time via live webcast at
www.virtualshareholdermeeting.com/WGO2020. As a reminder, to
participate in the virtual meeting, shareholders must enter the
16-digit control number included with the Notice of Internet
Availability of Proxy Materials or proxy card. Instructions on how
to attend and participate in the Annual Meeting via the webcast are
posted on the meeting website as well.
Except as updated or supplemented by this Proxy Supplement, all
information set forth in the Proxy Statement remains unchanged and
should be considered in casting your vote by proxy or in person at
the Annual Meeting.
The purpose of this Proxy Supplement is to update the Proxy
Statement to inform you that the New York Stock Exchange has
classified Proposal 4, the proposal to amend the Company’s Articles
of Incorporation to increase the Company’s authorized common stock,
as a “routine” matter. Page vi of the Proxy Statement stated that
brokers would not have discretionary voting authority. However, as
a result of the classification of the proposal as “routine” by the
NYSE, you are advised that brokers will have discretionary voting
authority to vote your shares on Proposal 4 without having received
voting instructions from you.
This Proxy Supplement does not change the proposals to be acted
upon at the Annual Meeting, which are described in the Proxy
Statement. If
you have already submitted your proxy, you do not need to take any
action unless you wish to change your vote.
By Order of the Board of Directors
Stacy L. Bogart
Senior Vice President, General Counsel, Secretary and Corporate
Responsibility
Eden Prairie, MN
November 18, 2020