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| THO > SEC Filings for THO > Form 8-K on 10-Nov-2009 | All Recent SEC Filings |
10-Nov-2009
Changes in Control or Registrant, Financial Statements and Exhibits
The disclosure set forth in Item 5.02 of this Current Report on Form 8-K is
incorporated by reference herein.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On November 10, 2009, Thor Industries, Inc. (the "Company") issued a press
release announcing that Wade F. B. Thompson is ill and has relinquished his
duties as Chairman of the Board, President and Chief Executive Officer of the
Company and also announcing the management changes described below. A copy of
the Company's press release is attached hereto as Exhibit 99.1 and is
incorporated by reference herein.
In accordance with the Company's Guidelines on Corporate Governance Issues,
effective November 10, 2009, Peter B. Orthwein, a co-founder of the Company who
presently serves as Vice Chairman, Treasurer and a Director of the Company, was
appointed by the Board of Directors to the office of interim Chairman of the
Board, President and Chief Executive Officer of the Company. Mr. Orthwein, age
64, has served as Treasurer and a Director of the Company since its founding in
1980 and as Vice Chairman since 1986.
Mr. Orthwein did not enter into any agreements or understandings with the
Company related to his new position as interim Chairman of the Board, President
and Chief Executive Officer of the Company. He also has no family relationships
with any of the directors or executive officers of the Company. Since the
beginning of the Company's last fiscal year, Mr. Orthwein has had no direct or
indirect material interest in any transaction (excluding employment) or any
proposed transaction involving the Company worth more than $120,000, except as
previously disclosed under the caption "Certain Relationships and Transactions
with Management" in the Company's Proxy Statement on Schedule 14A, filed with
the Securities and Exchange Commission (the "SEC") on November 3, 2009. The
Company's Proxy Statement may be accessed through the SEC's website at
www.sec.gov.
Mr. Thompson beneficially owns 15,753,470 shares (the "Shares") of the
Company's Common Stock, par value $0.10 per share ("Common Stock"), which
represents 28.4% of the issued and outstanding shares of Common Stock.
Mr. Thompson's wife Angela E. Thompson has voting and dispositive power over the
Shares pursuant to a durable power of attorney.
(d) Exhibits Exhibit Number Description 99.1 Copy of press release, dated November 10, 2009, issued by the Company |
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