FORM 8-K
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Winnebago Industries, Inc.
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(Exact Name of Registrant as Specified in its Charter)
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Iowa
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001-06403
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42-0802678
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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P.O. Box 152, Forest City, Iowa
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50436
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(Address of Principal Executive Offices)
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(Zip Code)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.50 par value per share
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WGO
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New York Stock Exchange
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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establishing a new multi-year employment term lasting until August 31, 2023, unless earlier terminated in accordance with the Employment Agreement;
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providing for a continued annual base salary of $400,000 and an annual short-term incentive opportunity (“Annual Incentive”) equal to 3.5% of the pretax net income of GDRV, payable primarily in cash on a quarterly basis, provided that a portion ranging from 5 to 15% of the aggregate annual incentive amount over the term of the Employment Agreement shall be payable in equity;
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subjecting any Annual Incentive payable or paid under the Employment Agreement, whether in the form of cash and/or equity awards, and the proceeds of the same, to forfeiture, recovery by the Company or other action pursuant to any compensation recovery policy adopted by the Company at any time; and
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extending the duration of Mr. Clark’s non-competition and non-solicitation obligations to the later of (i) October 3, 2021 and (ii) the date that is one (1) year after the last day of his employment with GDRV and extending the scope of Mr. Clark’s non-competition obligations from GDRV to all current businesses of the Company and its affiliates.
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Item 9.01
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Financial Statements and Exhibits.
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W
INNEBAGO
I
NDUSTRIES,
I
NC.
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Date:
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June 24, 2019
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By:
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/s/ Stacy L. Bogart
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Name:
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Stacy L. Bogart
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Title:
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Vice President, General Counsel and Corporate Secretary
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