Information with respect to shares of our common stock that may be issued under our existing equity compensation plans as of August 31, 2024 are as follows:
| (a) · (b) · (c) |
|---|
| Plan Category | Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights(1) | Weighted Average Exercise Price of Outstanding Options, Warrants and Rights(2) ($) | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in (a)) |
|---|
| Equity compensation plans approved by shareholders – 2014 Plan | 216,051(3) | 34.67 | — |
| Equity compensation plans approved by shareholders – 2019 Plan | 879,495(4) | 57.85 | 3,810,237(5) |
|---|
| Equity compensation plans approved by shareholders – ESPP | —(6) | — | 353,012(7) |
| Equity compensation plans not approved by shareholders(8) | 18,561(9) | — | —(10) |
| Total · 1,114,107 · 4,163,249 |
|---|
| (1) | Number of securities to be issued in the table are shown in whole numbers. |
| (2) | Represents the weighted average exercise price of outstanding stock options only. Restricted share awards do not have an exercise price so weighted average is not applicable. |
| (3) | Represents stock options and unvested stock awards granted under the 2014 Plan. |
| (4) | Represents stock options and unvested stock awards granted under the 2019 Plan, which replaced the 2014 Plan effective on December 11, 2018. |
| (5) | Represents shares available for grant of awards under the 2019 Plan as of August 31, 2024. |
| (6) | Represents shares subject to purchase in the purchase period then in effect under the Winnebago Industries, Inc. Employee Stock Purchase Plan (ESPP). |
| (7) | Represents shares available for issuance under the ESPP as of August 31, 2024. |
| (8) | Our only equity compensation plan not previously submitted to our shareholders for approval is the Directors’ Deferred Plan. The Board may terminate the Directors’ Deferred Plan at any time. |
| (9) | Represents shares of common stock issued to a trust which underlie stock units, payable on a one-for-one basis, credited to stock unit accounts as of August 31, 2024 under the Directors’ Deferred Plan. |
| (10) | The table does not reflect a specific number of stock units which may be distributed pursuant to the Directors’ Deferred Plan. The Directors’ Deferred Plan does not limit the number of stock units issuable thereunder. The number of stock units to be distributed pursuant to the Directors’ Deferred Plan will be based on the amount of the director’s compensation deferred and the per share price of our common stock at the time of deferral. |
