Current Report Filing (8-k)
December 17 2018 - 07:12AM
Edgar (US Regulatory)
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 14, 2018
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))
Indicate by
check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
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 provided 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 2018 annual meeting of
shareholders (the “Annual Meeting”) on December 14, 2018. At the Annual
Meeting, there were 48,178,040 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
three directors, (2) the ratification of the appointment of Deloitte &
Touche LLP as the Company’s independent registered public accounting
firm for fiscal year 2019, (3) the approval, on an advisory basis, of
the compensation of the Company’s named executive officers, and (4) the
declassification of the Board of Directors.
Proposal #1 – Election of Directors.
The shareholders
elected three nominees, Andrew Graves, Amelia A. Huntington, and
Christopher Klein as Class C directors to hold office until the 2019
annual meeting of shareholders and until their respective successors are
duly elected and qualified by the following vote:
Nominee
|
For
|
|
Withheld
|
|
Broker Non-Votes
|
Andrew Graves
|
42,651,442
|
|
811,199
|
|
4,715,399
|
Amelia A. Huntington
|
43,036,578
|
|
426,063
|
|
4,715,399
|
Christopher Klein
|
42,791,357
|
|
671,284
|
|
4,715,399
|
Proposal #2 – Ratification of Deloitte & Touche LLP.
The shareholders approved the ratification of the appointment of
Deloitte & Touche LLP as the Company’s independent registered public
accounting firm for fiscal year 2019 by the following vote:
For
|
Against
|
Abstentions
|
Broker Non-Votes
|
47,448,171
|
673,299
|
56,570
|
0
|
Proposal #3 – Advisory Vote to Approve Compensation of Named
Executive Officers.
The shareholders approved, on an advisory basis,
the compensation of the Company’s named executive officers by the
following vote:
For
|
Against
|
Abstentions
|
Broker Non-Votes
|
38,533,579
|
4,851,104
|
77,958
|
4,715,399
|
Proposal #4 – Declassification of the Board of Directors.
The
shareholders elected to declassify the Board of Directors by the
following vote:
For
|
Against
|
Abstentions
|
Broker Non-Votes
|
43,305,710
|
80,103
|
76,828
|
4,715,399
|
A copy of the Company’s press release announcing the results of voting
is attached hereto as Exhibit 99.1 and is incorporated by reference
herein.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits
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 hereunto duly authorized.
|
Thor Industries, Inc.
|
Date: December 17, 2018
|
By:
/s/ W. Todd Woelfer
|
|
Name: W. Todd Woelfer
|
|
Title: Senior Vice President, General Counsel, and Secretary
|
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