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) January 8, 2025


Winnebago Industries, Inc.
(Exact Name of Registrant as Specified in its Charter)

Minnesota

001-06403

42-0802678

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

13200 Pioneer Trail

Eden Prairie

Minnesota

55347

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code 952-829-8600

(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 (see General Instruction A.2. below):

☐ 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, $0.50 par value per share	WGO	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 (§230.405 of this chapter) or Rule 12b-2 of the 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 8, 2025, Winnebago Industries, Inc. (the “Company”) announced the appointment of Michael E. Pack to its Board of Directors (“Board”) effective January 8, 2025.

Mr. Pack is Executive Vice President, Chief Financial Officer and President, Vocational of Oshkosh Corporation (“Oshkosh”), a global manufacturer of industrial vehicles and equipment, a position he has held since June 2024. Prior to this role, Mr. Pack held finance roles of increasing responsibility since joining Oshkosh in 2006. Before joining Oshkosh, Mr. Pack was a senior audit manager at Grant Thornton LLP.

Mr. Pack will be a Class II director and will serve on the Audit Committee and the Technology and Innovation Committee.

Mr. Pack will be compensated in accordance with the Company’s standard compensation policies and practices for the Board, the components of which were disclosed in the Company’s proxy statement for its 2024 annual meeting of shareholders filed with the Securities and Exchange Commission on November 5, 2024, in the section titled “Director Compensation.”

There are no transactions or relationships between the Company and Mr. Pack that are reportable under Item 404(a) of Regulation S-K.

Mr. Pack is expected to stand for election to the Board at the 2025 annual meeting of shareholders.

Item 7.01 Regulation FD Disclosure.

On January 8, 2025, the Company issued a press release announcing the appointment of Mr. Pack to the Board as described above under Item 5.02. A copy of the news release is furnished as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


			Exhibit Number			Description
			99.1			Press Release of Winnebago Industries, Inc. dated January 8 , 202 5
			104			Cover Page Interactive Data File (formatted as Inline XBRL)

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.

WINNEBAGO INDUSTRIES, INC.

Date:

January 8, 2025

By:

/s/ Stacy L. Bogart

Name:

Stacy L. Bogart

Title:

Senior Vice President, General Counsel, Secretary and Corporate Responsibility

WINNEBAGO INDUSTRIES INC 8-K