WGO Files 8-K on Board Change as Jacqueline Woods Steps Down

Rhea-AI Filing Summary

Winnebago Industries, Inc. (WGO) filed an 8-K disclosing the resignation of director Jacqueline D. Woods, effective August 4 2025. The Board accepted her resignation in line with the company’s Corporate Governance Policy following a change in her principal employment. No other executive changes, financial data, or material transactions were reported. The filing contains no indication of disagreements with management or the Board, and no committees were mentioned as being affected. An Inline XBRL cover page (Exhibit 104) accompanies the report.

This event is governance-related and has limited immediate financial impact; however, it modestly alters Board composition and may require a future appointment to maintain desired skill diversity and committee coverage.

Insights

Corporate Governance Expert

TL;DR: Routine board resignation; policy-driven, no conflict disclosed, minimal immediate impact.

Ms. Woods’ departure appears orderly under the governance policy that requires directors to offer resignations upon major job changes. The absence of any stated dispute or committee chair role suggests continuity risks are low. Investors should monitor how quickly the Board fills the vacancy to preserve independence quotas and diversity targets but, in isolation, this event is not likely to influence valuation or strategic direction.

Sell-side Securities Analyst

TL;DR: Governance update only; operational and earnings outlook unchanged.

The 8-K does not revise guidance, financials, or strategic initiatives. Market reaction should be muted given Woods was a non-executive director and no committee leadership roles were cited. Unless the replacement process drags or signals deeper cultural issues, we view the filing as neutral to our investment thesis.

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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) August 4, 2025

Winnebago Industries, Inc.

(Exact Name of Registrant as Specified in its Charter)

Minnesota

001-06403

42-0802678

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

13200 Pioneer Trail

Eden Prairie

Minnesota

55347

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code   952-829-8600

(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):

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.50 par value per share			WGO			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐    

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 4, 2025, the Board of Directors of Winnebago Industries, Inc. (the “Company”) accepted the resignation of Jacqueline D. Woods effective that same date. Ms. Woods tendered her resignation in accordance with the Company’s Corporate Governance Policy as a result of a change in principal employment.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

    

			Exhibit Number			Description
			104			Cover Page Interactive Data File (formatted as Inline XBRL)

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.

WINNEBAGO INDUSTRIES, INC.

Date:

August 8, 2025

By:

/s/ Stacy L. Bogart

Name:

Stacy L. Bogart

Title:

Senior Vice President, Chief Legal Officer, Corporate Secretary, Corporate Responsibility