THOR INDUSTRIES INC
For the period ended Dec 20, 2024. Filed Nov 6, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 20, 2024 · Filed Nov 6, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule
14a-101)
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
(Amendment No.)
Filed by the Registrant ☒
Filed by a party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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THOR Industries, Inc.
(Name of Registrant as Specified In Its Charter)
Not applicable.
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
THOR INDUSTRIES, INC. NOTICE OF 2024 ANNUAL MEETING OF SHAREHOLDERS AND PROXY STATEMENT
| Dear Fellow Shareholders of THOR Industries | |
|---|---|
| Thank you for your continued support of THOR Industries. On behalf of the Board of Directors, I am pleased to invite you to participate in and attend the 2024 Annual Meeting of Shareholders. Our Fiscal Year 2024 once again allowed us to showcase our resiliency and ability to perform in any market. Our performance was headlined by our | geographic market diversity and culture of adaptation. Through continued production and pricing discipline, cost optimization efforts, innovative product development, and embracing the opportunities presented by the market, we were able to achieve net sales of $10.04 billion. As the only true global producer of recreational vehicles, we were once again buoyed by the performance of our European operations which achieved |
net sales of $3.36 billion, establishing a new record for this segment.
In Fiscal Year 2024, THOR generated net income attributable to THOR of $265.3 million and cash from operations totaled $545.5 million. THOR deployed its cash from operations in accordance with its capital allocation strategy and for the benefit of our shareholders. Specifically:
| • | THOR increased its dividend by 6.7% to $1.92 per share (annually); |
| • | In the face of high interest expense, THOR paid approximately $224.2 million towards the principal of its long-term indebtedness; and |
| • | THOR continued to strategically repurchase shares and repurchased 720,997 shares over the course of the fiscal year at a weighted-average price of $94.85 per share. |
THOR also continued to invest in the future of its business; particularly in the areas of people development and succession planning, product innovation, lower emission vehicles, electric vehicles, connected vehicles, new product offerings, and automation. We are excited to watch our investments continue to blossom in our portfolio of industry-leading products as we inspire our customer-base to Go Everywhere. Stay Anywhere.®
As we look ahead to Fiscal Year 2025, and in the face of continued macro-economic uncertainty, we remain confident in THOR’s ability to perform, no matter the market, and continue to bring long-term value to you, our shareholders.
Andrew E. Graves Chairman of the Board
Notice of Annual
Meeting of Shareholders
Important Notice Regarding the Availability of Proxy Materials for the THOR Industries, Inc. Annual Meeting of Shareholders to be Held on December 20, 2024.
Dear Fellow Shareholders:
This year’s Annual Meeting will be held virtually on December 20, 2024, at 8:00 a.m. EST. Shareholders of record as of the close of business on October 21, 2024 (the “Record Date”) are entitled to vote at the Annual Meeting and any postponement or adjournment thereof.
Shareholders will be able to attend the Annual Meeting online, vote, and examine our list of shareholders, by visitingwww.virtualshareholdermeeting.com/THO2024, and will be required to enter the 16-digit control number on your proxy card or voting instruction form.
THOR Industries tremendously values the input of its Shareholders. Your vote is important to us. Please take the time to review our Proxy Statement. We encourage you to vote your shares prior to the Annual Meeting, or, if not possible, to submit your votes electronically during the Annual Meeting.
| AT THE MEETING, OUR SHAREHOLDERS WILL BE ASKED TO: | |
|---|---|
| Proposal 1 | Elect the Directors named in the Proxy Statement; |
| Proposal 2 | Ratify the appointment of the independent registered public accounting firm; |
| Proposal 3 | Vote, on an advisory basis, to approve the Named Executive Officer compensation; and |
| Transact such other business as may properly come before the Meeting. | |
We appreciate your continued confidence in our Company and look forward to your input.
By Order of the Board of Directors
Trevor Q. Gasper
Senior Vice President, General Counsel,
and Corporate Secretary
Elkhart, Indiana
November 6, 2024
NOTICE OF 2024 ANNUAL MEETING AND PROXY STATEMENT
You are entitled to vote at the Meeting if you were a holder of record of THOR Industries, Inc.
Common Stock, $0.10 par value (“Common Stock”), at the close of business on
October 21, 2024. At the close of business on that date, 53,102,264 shares of our Common
Stock were outstanding and entitled to vote.
Notice to Shareholders: Our 2024 Proxy Statement and Annual Report on Form 10-K are available free of charge on our website at www.thorindustries.com
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.