[Form 4] THOR INDUSTRIES INC Insider Trading Activity

Rhea-AI Filing Summary

Insider transactions for THOR Industries, Inc. (THO): Senior executive W. Todd Woelfer, SVP and Chief Operating Officer, reported multiple equity transactions during 10/07/2025–10/08/2025.

He received a grant of 15,862 restricted stock units (RSUs) that vest in three equal installments on 10/07/2026, 10/13/2027, and 10/12/2028. He also had 5,899 shares withheld for tax withholding and reported cash sales of 5,899 and 3,327 shares at $104.83 per share, and a settlement of 8,316 shares from a performance share award. Following the reported transactions his beneficial ownership moved between 109,420 and 117,736 shares depending on the line item reported.

Positive

• 15,862 RSU grant vests over three years, aligning executive incentives with long‑term retention
• 8,316 shares issued from a performance award, converting performance pay into ownership
• Tax withholding handled via share withholding, indicating award settlement rather than cash payouts

Negative

• Net share sales/withholdings of 9,226 shares reported on 10/08/2025, which reduced direct holdings
• Beneficial ownership variability (reported between 109,420 and 117,736 shares) may complicate near‑term dilution/ownership analysis

Insights

Compensation Analyst

Grant mixes fixed RSUs and performance shares, aligning pay with multi‑year retention.

The 15,862 RSU grant vests in three annual installments through 10/12/2028, creating multi‑year retention incentives tied to continued service. The separate 8,316 performance share settlement converts performance pay into equity ownership immediately.

Tax‑withholding and cash sales (totaling 9,226 shares reported sold/withheld) partially monetize vested awards at $104.83. Monitor vesting dates over the next 12–36 months for potential future sales and dilution effects.

Corporate Governance Analyst

Transactions show routine executive compensation activity, not an extraordinary change in control or ownership.

The filing lists both awards granted and shares sold/withheld to meet tax obligations, which is common around vesting events. Beneficial ownership figures reported range from 109,420 to 117,736 shares after each line item, reflecting settlement and withholding mechanics rather than a single net shift.

Investors may note the exercise price and sale price disclosure; the cash sales at $104.83 are concrete liquidity events occurring on 10/08/2025 and should be tracked against future filings for trend analysis over the next year.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

WOELFER W. TODD

(Last) (First) (Middle)

C/O THOR INDUSTRIES, INC.

52700 INDEPENDENCE COURT

(Street)

ELKHART IN 46514-3305

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
THOR INDUSTRIES INC [ THO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, CHIEF OPERATING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
10/07/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/07/2025		A		15,862	A	$0(1)	115,319	D
Common Stock	10/08/2025		F		5,899(2)	D	$104.83	109,420	D
Common Stock	10/08/2025		A		8,316	A	$0(3)	117,736	D
Common Stock	10/08/2025		F		3,327	D	$104.83	114,409	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The transaction reported is a grant of restricted stock units that may be settled only be delivery of an equal number of shares of common stock. The shares will vest in three equal installments on each of October 7, 2026, October 13, 2027, and October 12, 2028, subject to forfeiture.

2. Represents shares withheld to fulfill tax withholding obligations with respect to the vesting of a previously granted restricted stock unit award.

3. Represents earned performance share award settled in shares of common stock.

	/s/ Barb Montague, attorney-in-fact for W. Todd Woelfer	10/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did THO insider W. Todd Woelfer report on Form 4?

The filing reports a 15,862 RSU grant (vesting 2026–2028), settlement of 8,316 performance shares, and share withholdings/sales including 5,899 shares withheld and sales at $104.83.

When do the RSUs granted to the THO executive vest?

The RSUs vest in three equal installments on 10/07/2026, 10/13/2027, and 10/12/2028.

How many shares were sold and at what price?

The filing reports cash sales totaling 9,226 shares reported across line items, with disclosed sale price of $104.83 per share on 10/08/2025.

Did the executive’s ownership increase or decrease after these transactions?

Reported beneficial ownership figures vary by line item; values shown in the filing range from 109,420 to 117,736 shares after the reported transactions.

Are these transactions part of a 10b5-1 plan?

The Form 4 does not check or identify a 10b5‑1 trading plan; no such plan is indicated in the filing.