-----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, Fp9F1bHfsmIytFhfnZ7pfjsVUevONfxfsQUjuyjS6r0YE6yNBa1UOT1SStANUi2W /LH2HanpsOpPGyQayzy1SA== 0000897101-08-000752.txt : 20080401 0000897101-08-000752.hdr.sgml : 20080401 20080401113640 ACCESSION NUMBER: 0000897101-08-000752 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080326 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: 20080401 DATE AS OF CHANGE: 20080401 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: 08727937 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 winnebago081483_8k.htm FORM 8-K DATED MARCH 26, 2008 WINNEBAGO INDUSTRIES, INC. FORM 8-K DATED MARCH 26, 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) March 26, 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.

 

(a), (b),

(c) and (d)

On March 26, 2008, the Board of Directors of Winnebago Industries, Inc. (the “Company”) accepted the letter of resignation of Bruce Hertzke from the Board and from his position as Chairman of the Board and Chief Executive Officer effective May 5, 2008. Mr. Hertzke will remain an employee of the Company until May 30, 2008. The Board announced the appointment of Robert J. Olson to the Company’s Board of Directors and the election of Mr. Olson to the position of Chairman of the Board and Chief Executive Officer, in addition to his current position of President, also effective May 5, 2008. Information regarding Mr. Olson’s tenure with the Company and his business experience can be found in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on October 24, 2007, the descriptions of which are incorporated herein by reference.

 

In connection with Mr. Olson’s election as Chairman of the Board, Chief Executive Officer and President, his annual salary was increased from $350,000 to $450,000, effective May 5, 2008. On March 27, 2008, the Company issued a press release announcing the election of Mr. Olson to the position of Chairman of the Board, Chief Executive Officer and President of the Company. The press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

 

(e)

On March 26, 2008, the Board of Directors approved the grant of 20,000 shares of restricted common stock of the Company to Mr. Hertzke in recognition of his contributions to the Company’s success during his 36 years of service with the Company. The restrictions on the stock will lapse on final day of Mr. Hertzke’s employment with the Company, May 30, 2008.

 

Item 9.01

Financial Statements and Exhibits.

 

 

(d)

Exhibits

 

EXHIBIT NUMBER

DESCRIPTION

 

 

99.1

Press Release of Winnebago Industries, Inc. Announcing Election of Bob Olson to the Position of Chairman, CEO and President, dated March 27, 2008.

 

 

-2-



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:  April 1, 2008

 

WINNEBAGO INDUSTRIES, INC.

 

By: 


/s/ Bruce D. Hertzke

 

 

Name:
Title:

Bruce D. Hertzke
Chief Executive Officer

 

 

 








-3-


 EX-99.1 2 winnebago081483_ex99-1.htm PRESS RELEASE DATED MARCH 27, 2008 Exhibit 99.1 to Winnebago Indusstries, Inc. Form 8-K dated March 26, 2008

Exhibit 99.1

News Release

Winnebago Industries Announces Election of Bob Olson to Position of Chairman, CEO and President

– Cash Dividend Announced –

FOREST CITY, Iowa–(BUSINESS WIRE)–March 27, 2008–Winnebago Industries, Inc. (NYSE:WGO), Board of Directors yesterday accepted the letter of resignation of Bruce Hertzke from the Board and from his position as Chairman of the Board and Chief Executive Officer effective May 5, 2008. The Board announced the appointment of Bob Olson to the Company’s Board of Directors and the election of Olson to the position of Chairman of the Board and Chief Executive Officer, in addition to his current position of President, also effective May 5, 2008.

Hertzke, 56, is a 36-year veteran of the Company and has held the position of Chairman and CEO since April 1998. He was elected to the additional position of President in May 1998 and relinquished that position in 2005 as part of the Company’s succession plan.

Olson, 56, is a career Winnebago Industries executive with 38 years of service with the Company. He has served as President since May 2007. Olson joined Winnebago Industries in 1969 as an hourly production employee, serving in various material and management positions prior to becoming the General Manager of Fabrication in 1986. In 1996 he was appointed Vice President of Manufacturing and in 2006 he became Senior Vice President of Operations.

Independent Board member John E. Herlitz, 65, who had served on the Company’s Board since 2005, died on March 23, 2008. Mr. Herlitz served on the Company’s Sales and Marketing and Human Resources Committees. No successor has yet been named to fill the resulting vacancy on the Board, Sales and Product Development and Human Resources Committees.

In separate action, the Board of Directors declared a quarterly cash dividend of 12 cents a share, payable on July 8, 2008 to shareholders of record as of June 6, 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, to add your name to an automatic email list for Company news releases or for information on a dollar-based stock investment service for the Company’s stock, visit, http://www.winnebagoind.com/html/company/investorRelations.html

MULTIMEDIA AVAILABLE: http://www.businesswire.com/cgi-bin/mmg.cgi?eid=5643772

CONTACT:

Winnebago Industries, Inc.
Sheila Davis, 641-585-6803
PR/IR Manager
sdavis@winnebagoind.com

SOURCE:
Winnebago Industries, Inc.

 


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