-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CWidFN9O7drElEojvMxvCgmKOFlkk/5zqGMG2w1soUBZnWFdzQ7VlX8F+Qw51sVM cfOVBdVDGAt7qQE2D9yD1w== 0000897101-08-001442.txt : 20080627 0000897101-08-001442.hdr.sgml : 20080627 20080627161849 ACCESSION NUMBER: 0000897101-08-001442 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080624 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080627 DATE AS OF CHANGE: 20080627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WINNEBAGO INDUSTRIES INC CENTRAL INDEX KEY: 0000107687 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR HOMES [3716] IRS NUMBER: 420802678 STATE OF INCORPORATION: IA FISCAL YEAR END: 0828 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06403 FILM NUMBER: 08922845 BUSINESS ADDRESS: STREET 1: P O BOX 152 CITY: FOREST CITY STATE: IA ZIP: 50436 BUSINESS PHONE: 5155826808 MAIL ADDRESS: STREET 1: P O BOX 152 CITY: FOREST CITY STATE: IA ZIP: 50436 FORMER COMPANY: FORMER CONFORMED NAME: MODERNISTIC INDUSTRIES INC DATE OF NAME CHANGE: 19670528 8-K 1 wgo082784_8k.htm FORM 8-K DATED JUNE 24, 2008 FORM 8-K DATED JUNE 24, 2008
 
 

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) June 24, 2008

 


Winnebago Industries, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Iowa

001-06403

42-0802678

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer 
Identification No.)

 

 

 

P.O. Box 152, Forest City, Iowa

 

50436

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code 641-585-3535

 

______________________________________________________________________________

(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):

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 
 



Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On June 24, 2008, the Board of Directors of Winnebago Industries, Inc. (the “Company”) appointed Robert M. Chiusano to the Board, effective October 1, 2008, pursuant to recommendation by the Board’s Nominating and Governance Committee. As previously reported on a Form 8-K filed by the Company on March 25, 2008, John E. Herlitz, who served on the Company’s Board as a Class II director for a term expiring at the fiscal year 2010 annual meeting and as member of the Human Resources and Sales and Marketing Committees, passed away on March 23, 2008. Mr. Chiusano will fill the unexpired term of Mr. Herlitz and has been appointed to the Board’s Human Resources and Sales and Marketing Committees.

 

Mr. Chiusano, 57, has had a long career with Rockwell Collins, Inc. (“Rockwell”) and the former Rockwell International, Cedar Rapids, IA. Retired from Rockwell, he has served as Executive Vice President and Special Assistant to the Chief Executive Officer and Executive Vice President and Chief Operating Officer - Commercial Systems, in addition to a number of top-level management positions with both companies since joining Rockwell International in 1978. Rockwell does not have business relationships with the Company which are required to be reported under Item 404(a) of Securities and Exchange Commission Regulation S-K.

 

Mr. Chiusano will be compensated in the same manner as other Company directors, as described under the heading “Director Compensation” in the Company’s Proxy Statement, dated October 4, 2007, which is incorporated herein by reference.

 

A copy of the press release issued by the Company in connection with this report under item 5.02(d) is attached as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

 

Exhibits

 

EXHIBIT NUMBER

DESCRIPTION

   

99.1

Press Release dated June 27, 2008

 

 



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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.

 

Date: June 27, 2008

 

WINNEBAGO INDUSTRIES, INC.

 

By: 


/s/ Robert J. Olson

 

 

Name:

Robert J. Olson

Chairman of the Board, Chief Executive Officer and President

 

 











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EX-99.1 2 wgo082784_ex99-1.htm PRESS RELEASE DATED JUNE 27, 2008

Exhibit 99.1

 

Contact:

Sheila Davis, PR/IR Manager

641-585-6803

sdavis@winnebagoind.com

 

WINNEBAGO INDUSTRIES ANNOUNCES

APPOINTMENT OF ROBERT CHIUSANO TO BOARD

-- Cash Dividend Announced --

 

FOREST CITY, IOWA, June 27, 2008 -- Winnebago Industries, Inc. (NYSE:WGO), has announced the appointment of a new board member. By action taken at a meeting on June 24, 2008 the Board of Directors of Winnebago Industries appointed Robert M. Chiusano to the Board effective as of October 1, 2008. Chiusano was appointed upon the recommendation of the Board’s Nominating and Governance Committee to complete the unexpired term of John E. Herlitz who passed away on March 23, 2008. Chiusano will therefore serve as a Class II director for a term expiring at the Company’s annual meeting to be held in December 2010.

 

Chiusano, 57, has had a long and illustrious career with Rockwell Collins, Inc. and the former Rockwell International, Cedar Rapids, IA. Retired from Rockwell Collins, he has served as Executive Vice President and Special Assistant to the CEO and Executive Vice President and Chief Operating Officer – Commercial Systems, in addition to a number of top-level management positions with both companies since joining Rockwell International in 1978. Chiusano holds a Bachelor of Science degree in Industrial Engineering from the State University of New York, Buffalo, NY and a Masters of Business Administration Degree from the University of Iowa, Iowa City, IA.

 

“We welcome Robert to our Board,” said Winnebago Industries’ Chairman, CEO and President Bob Olson. “We believe his vast management experience with Rockwell Collins and his background in engineering and technology will be great assets to our organization.”

 

In separate action, the Board of Directors declared a quarterly cash dividend of 12 cents a share, payable on October 6, 2008 to shareholders of record as of September 5, 2008.

 

About Winnebago Industries

Winnebago Industries, Inc. is a leading United States manufacturer of motor homes, self-contained recreation vehicles used primarily in leisure travel and outdoor recreation activities. The Company builds quality motor homes under the Winnebago, Itasca and ERA brand names with state-of-the-art computer-aided design and manufacturing systems on automotive-styled assembly lines. The Company’s common stock is listed on the New York and Chicago Stock Exchanges and traded under the symbol WGO. Options for the Company’s common stock are traded on the Chicago Board Options Exchange. For access to Winnebago Industries’ investor relations material, or to add your name to an automatic email list for Company news releases, visit, http://www.winnebagoind.com/investor.html.

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