Executive Change · Bylaw Amendment

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 1, 2024     CHAMPION HOMES, INC. (Exact name of Registrant as Specified in Its Charter)     Indiana 001-04714 35-1038277 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)           755 West Big Beaver Road, Suite 1000   Troy , Michigan   48084 (Address of Principal Executive Offices)   (Zip Code)   Registrant’s Telephone Number, Including Area Code: (248) 614-8211   SKYLINE CHAMPION CORPORATION (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: ☐ 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   SKY   The 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 Securities 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. Champion Homes, Inc., (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”) on August 1, 2024, and the Company announced that Robert Spence was retiring and resigned his position of Senior Vice President, General Counsel, and Secretary effective August 1, 2024. The Company further announced the appointment of Laurel Krueger as Senior Vice President, General Counsel, and Secretary, effective August 1, 2024. Laurel Krueger, 49, joined Champion Home Builders, Inc., a subsidiary of the Company, in June 2024 as Deputy General Counsel. Previously, she served as Sr. Vice President, Chief Legal Officer and Corporate Secretary of Express, Inc. since September 2021. Prior to Express Inc., Ms. Krueger served as Executive Vice President, General Counsel and Corporate Secretary of Kontoor Brands, Inc. since January 2019. Ms. Krueger received her Juris Doctor from the University of Michigan and her B.A. and M.B.A. from the University of Michigan-Dearborn. Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. As disclosed under Item 5.07 below, at the Annual Meeting, the Company’s shareholders approved an amendment and restatement to the Company’s Amended and Restated Articles of Incorporation (the “Articles of Incorporation”), to effect a change in the Company’s legal name from “Skyline Champion Corporation” to “Champion Homes, Inc.” The Company’s Second Amended and Restated Articles of Incorporation reflecting the Company’s new legal name was filed with the Indiana Secretary of State and became effective on August 5, 2024. A copy of the Company’s Second Amended and Restated Articles of Incorporation, effective August 5, 2024, is attached hereto as Exhibit 3.1 and is incorporated herein by reference. In addition, in connection with the name change, the Company’s Board of Directors amended and restated the Company’s Amended and Restated By-Laws to replace any references to “Skyline Champion Corporation” with “Champion Homes, Inc.” A copy of the Company's Amended and Restated By-Laws, is attached hereto as Exhibit 3.2 and is incorporated herein by reference. The Company’s common stock will begin trading under Champion Homes, Inc. on the New York Stock Exchange on August 15, 2024, and will continue to be traded under the symbol “SKY.” Item 5.07 Submission of Matters to a Vote of Security Holders. At the Annual Meeting, the Company’s shareholders voted [1] on the following matters: Proposal 1 : Shareholders elected each nominee for director, each to serve until the next annual meeting of shareholders or until his successor is duly elected and qualified:         [1] The Company’s Bylaws entitle each share to one vote; however, the total vote count contains fractional shares. The Company rounded the total number of votes down for any fractional amount at or below .50 and rounded the vote total up for any fractional vote at or above .51.     Nominee For Withhold Non-Votes Keith Anderson 31,991,854 21,134,728 1,463,844 Michael Berman 38,524,890 15,022,185 1,043,351 Eddie Capel 38,526,445 15,020,630 1,043,351   Erin Mulligan Helgren 39,192,304 14,354,771 1,043,351 Michael Kaufman 33,914,968 19,224,647 1,450,811 Tawn Kelley 36,999,807 16,547,268 1,043,351 Nikul Patel 39,189,045 14,358,030 1,043,351 Gary Robinette 38,495,213 15,051,862 1,043,351 Mark Yost 39,229,684 14,317,391 1,043,351 Proposal 2 : Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 29, 2025: For Against Abstain 53,990,932 462,228 137,266 Proposal 3 : Shareholders approved, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers for fiscal year 2024, as disclosed under the heading “Executive Compensation” in the Company’s 2024 proxy statement: For Against Abstain Broker Non-Votes 50,552,885 2,925,457 93,546 1,018,538 Proposal 4 : Shareholders approved the amendment and restatement of the Company’s Articles of Incorporation to change the Company’s name from Skyline Champion Corporation to Champion Homes, Inc.: For Against Abstain 54,338,858 167,291 84,277 Item 8.01 Other Events. The Company’s Board of Directors determined the following composition for committee assignments until the next annual meeting: Audit Committee : Michael Berman, Chair Erin Mulligan Helgren Tawn Kelley     Nominating and Governance Committee : Tawn Kelley, Chair Michael Kaufman Michael Berman Gary Robinette Compensation Committee : Eddie Capel, Chair Erin Mulligan Helgren Michael Kaufman Nikul Patel Item 9.01 Financial Statements and Exhibits.   (d) Exhibits The following exhibits are filed herewith: Exhibit No. Description   3.1 Second Amended and Restated Articles of Incorporation, as amended and restated effective August 5, 2024. 3.2 Amended and Restated By-Laws, as amended and restated effective August 5, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)       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.       CHAMPION HOMES, INC.         Date: August 5, 2024 By: /s/ Laurel Krueger       Laurel Krueger Senior Vice President, General Counsel and Secretary