UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
THOR Industries, Inc. (the “Company”) held its 2023 annual meeting of shareholders (the “Annual Meeting”) on December 15, 2023. At the Annual Meeting, there were 47,442,615 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 8 directors, (2) the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2024, (3) the approval, on an advisory basis, of one-year frequency of the “Say on Pay” vote, and (4) the approval, on an advisory basis, of the compensation of the Company’s named executive officers.
Proposal #1 – Election of Directors. The shareholders elected 8 nominees as directors to hold office until the 2024 annual meeting of shareholders and until their respective successors are duly elected and qualified by the following vote:
| Nominees | FOR | WITHHELD | ||
| 01)Andrew Graves |
44,802,435 | 301,412 | ||
| 02)Christina Hennington |
44,818,969 | 284,878 | ||
| 03)Amelia A. Huntington |
44,094,938 | 1,008,909 | ||
| 04)Laurel Hurd |
44,858,348 | 245,499 | ||
| 06)William J. Kelley, Jr. |
44,829,517 | 274,330 | ||
| 07)Christopher Klein |
44,706,480 | 397,367 | ||
| 08)Robert W. Martin |
44,885,860 | 217,987 | ||
| 09)Peter B. Orthwein |
44,548,700 | 555,147 | ||
Proposal #2 – Ratification of the appointment of Deloite &Touche LLP as our independent registered public accounting firm for our Fiscal Year 2024.
| FOR |
AGAINST |
ABSTAIN | ||
| 44,763,413 | 2,656,531 | 22,671 |
Proposal #3 – Advisory vote to approve the frequency of the “Say on Pay” vote.
| 1 YEAR |
2 YEARS |
3 YEARS |
ABSTAIN | |||
| 43,724,504 | 170,548 | 1,175,387 | 33,408 |
Proposal #4 – Non-binding advisory vote to approve the compensation of our named executive officers.
| FOR |
AGAINST |
ABSTAIN | ||
| 40,571,499 | 4,459,944 | 72,404 |
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 thereunto duly authorized.
| THOR Industries, Inc | ||||||
| Date December 15, 2023 | /s/ Trevor Gasper | |||||
| Name: | Trevor Gasper | |||||
| Title: | Senior Vice President General Counsel and Secretary | |||||