Form 8-K THOR INDUSTRIES INC For: Oct 11
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): October 11, 2018
Thor Industries, Inc.
(Exact
Name of Registrant as Specified in Charter)
Delaware |
1-09235 |
93-0768752 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S 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 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 11, 2018, the Board of Directors (the “Board”) of Thor Industries, Inc. (the “Company”) appointed Amelia Huntington as a director of the Company and as a member of the Audit and Compensation and Development Committees. Ms. Huntington, who recently served as President of Philips Lighting Americas, will hold office until the 2018 annual meeting of shareholders and until her successor is elected and qualified.
Ms. Huntington will receive compensation as a non-employee director in accordance with the Company’s non-employee director compensation practices described in the Company’s Preliminary Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on September 28, 2018. This compensation generally consists of an annual cash retainer of $170,000, payable quarterly, reimbursement of relevant expenses and an annual award of restricted stock units, which vest on the first anniversary of the date of grant. The Company expects to enter into an indemnification agreement with Ms. Huntington in substantially the same form as the form of indemnification agreement for executive officers and directors previously filed with the SEC.
The Company is unaware of any arrangements or understandings between Ms. Huntington and any other person pursuant to which she was selected as a director of the Company and she has no direct or indirect material interest in any transaction or proposed transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
A copy of the Company’s press release announcing the appointment of Ms. Huntington is attached as Exhibit 99.1 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) |
Exhibits |
|
Exhibit Number | Description | |
Press release, dated October 12, 2018, issued by the Company |
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: October 12, 2018 |
By: |
/s/ W. Todd Woelfer |
Name: |
W. Todd Woelfer |
|
Title: |
Senior Vice President, General |
Exhibit 99.1
Thor Industries Names Amelia A. Huntington to Board of Directors
ELKHART, Ind.--(BUSINESS WIRE)--October 12, 2018--Thor Industries, Inc. (NYSE: THO) announced the appointment of Amelia A. Huntington to serve on its Board of Directors effective October 11, 2018. Ms. Huntington joins the Board after concluding a 30 year career in the global energy management and lighting industries, most recently serving as CEO, Philips Lighting America.
“It is an honor to join this world-class team at such an exciting moment for the outdoor recreational vehicle industry,” said Ms. Huntington. “Thor is a dynamic and growing company, building North America’s premier recreational vehicles and guiding the global industry into the next chapter of outdoor lifestyle, exploration & adventure.”
Thor Industries is the world’s most innovative outdoor recreational vehicle company. With an unwavering focus on product design and research, Thor continues to attract younger and more diverse consumers and in 2017 manufactured more than half of North America’s entire shipped inventory. In September of this year, Thor announced the pending strategic acquisition of Erwin Hymer Group, Europe’s most prestigious and largest manufacturer of RVs with $2.9 billion in annual revenue, extending Thor’s global reach with an unmatched portfolio of brands, diverse products, and an unsurpassed dealer network.
“With Amy’s decades of experience and successful track record in corporate leadership and industrial manufacturing, Thor will continue to lead the recreational vehicle industry and be the catalyst to connect more families and friends to the outdoors,” said Thor President and CEO Bob Martin. “Additionally, Amy’s history of civic engagement and past affiliation as a board member of the U.S. National Parks New York Harbor Conservancy strategically aligns with our company positioning and passions.”
“It is a privilege to welcome Ms. Huntington to the Thor Board,” said Executive Chairman Peter Orthwein. “Amy has shown remarkable ability to manage and steer large organizations. As our brands continue the tremendous growth we're seeing across companies, we look forward to leaning on her experience and perspective.”
ABOUT THOR INDUSTRIES
Thor is the sole owner of operating subsidiaries that, combined, represent the world's largest manufacturer of recreational vehicles. For more information on the Company and its products, please go to www.thorindustries.com.
CONTACT:
Thor Industries, Inc.
James Rigney
Sr. Director of
Marketing
[email protected]