| Item 1. | |
| (a) | Name of issuer:
THOR Industries, Inc. |
| (b) | Address of issuer's principal executive offices:
52700 Independence Court, Elkhart, Indiana, 46514 |
| Item 2. | |
| (a) | Name of person filing:
This statement is filed by (i) ACR Opportunity, L.P. ("ACROPP"); (ii) Alpine Partners Management, LLC ("APM"); (iii) ACR Opportunity Fund ("ACROX"); (iv) Alpine Private Capital, LLC ("APC"); (v) ACR Alpine Capital Research, LLC ("ACR"); (vi) ACR Alpine Capital Research, LP ("ACRLP"); (vii) ACR Alpine Capital GP, LLC ("ACRGP"); (viii) Alpine Investment Management, LLC ("AIM"); (ix) Alpine Holdings Corporation ("AHC"); (x) Nicholas V. Tompras Living Trust 9/23/03, as amended (the "Living Trust"); (xi) Nicholas V. Tompras; and (xii) Jennifer O. Tompras. The foregoing are collectively referred to herein as the "Reporting Persons."
ACROPP, ACROX, accounts separately managed by APC (the "APC Accounts"), and accounts separately managed by ACR (the "Separately Managed Accounts") each hold securities of the Issuer.
APM is the general partner of ACROPP. ACR serves as the investment manager of ACROPP and ACROX and the Separately Managed Accounts, and has investment discretion over the APC Accounts delegated by APC. ACRLP is the sole member of ACR. ACRGP is the general partner of ACRLP. AIM is the sole member of ACRGP. AHC is the sole member of AIM. The Living Trust holds all of the voting capital stock of AHC. Nicholas V. Tompras and Jennifer O. Tompras are each a trustee of the Living Trust. |
| (b) | Address or principal business office or, if none, residence:
The principal business address of each of the Reporting Persons is 190 Carondelet Plaza, Suite 1300, Saint Louis, Missouri 63105. |
| (c) | Citizenship:
Each of ACROPP and ACRLP is a Delaware limited partnership. Each of APM and AIM is a Missouri limited liability company. ACROX is a Delaware statutory trust. Each of APC, ACR, and ACRGP is a Delaware limited liability company. AHC is a Missouri corporation. The Living Trust is formed under the laws of the State of Missouri. Nicholas V. Tompras and Jennifer O. Tompras are citizens of the United States of America. |
| (d) | Title of class of securities:
Common Stock (Par value $0.10 Per Share) |
| (e) | CUSIP No.:
885160101 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
ACROPP 7,000
APM 7,000
ACROX 10,000
APC 506,211
ACR 4,265,031
ACRLP 4,265,031
ACRGP 4,265,031
AIM 4,265,031
AHC 4,265,031
The Living Trust 4,265,031
Nicholas V. Tompras 4,265,031
Jennifer O. Tompras 4,265,031
ACROPP, APM, ACROX, APC, and ACR each disclaims beneficial ownership of all Common Stock included in this report other than the Common Stock held of record by such Reporting Person, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. ACRLP, ACRGP, AIM, AHC, the Living Trust, and Mr. and Mrs. Tompras each disclaims beneficial ownership of all Common Stock included in this report, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Exchange Act, or for any other purpose. |
| (b) | Percent of class:
ACROPP 0.0%
APM 0.0%
ACROX 0.0%
APC 1.0%
ACR 8.0%
ACRLP 8.0%
ACRGP 8.0%
AIM 8.0%
AHC 8.0%
The Living Trust 8.0%
Nicholas V. Tompras 8.0%
Jennifer O. Tompras 8.0%
The percentages are based on 53,203,568 Common Stock outstanding as of May 31, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed on June 4, 2025. |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0 for all Reporting Persons
|
| | (ii) Shared power to vote or to direct the vote:
ACROPP 7,000
APM 7,000
ACROX 10,000
APC 506,211
ACR 4,265,031
ACRLP 4,265,031
ACRGP 4,265,031
AIM 4,265,031
AHC 4,265,031
The Living Trust 4,265,031
Nicholas V. Tompras 4,265,031
Jennifer O. Tompras 4,265,031
|
| | (iii) Sole power to dispose or to direct the disposition of:
0 for all Reporting Persons
|
| | (iv) Shared power to dispose or to direct the disposition of:
ACROPP 7,000
APM 7,000
ACROX 10,000
APC 506,211
ACR 4,265,031
ACRLP 4,265,031
ACRGP 4,265,031
AIM 4,265,031
AHC 4,265,031
The Living Trust 4,265,031
Nicholas V. Tompras 4,265,031
Jennifer O. Tompras 4,265,031
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The APC Accounts and Separately Managed Accounts described above in Item 2 have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities held in their respective accounts. To the knowledge of the Reporting Persons, the interest in any such account does not exceed 5% of the class of securities. Except to the extent described herein, the Reporting Persons disclaim beneficial ownership of all such securities. |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
Rule 13d-1(c)