Summary of WINNEBAGO INDUSTRIES INC

Item 5.07 Submission of Matters to a Vote of Security Holders.
Winnebago Industries, ("the Company") held its annual meeting of shareholders (the "Annual Meeting") on December 18, 2012. At the Annual Meeting, the Company's shareholders were asked to vote on three proposals: (1) the election of two Class I directors, (2) the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accountants for the fiscal year ending August 31, 2013, (3) the advisory approval of executive compensation. The results of the shareholder vote are set forth below. Item 1 - Election of Directors.
Company shareholders elected two nominees, Irvin E. Aal and Martha (Marti) Tomson Rodamaker, as Class I directors to hold office until the annual meeting of shareholders to be held following the Company's 2015 fiscal year and until their respective successor is duly elected and qualified. Information as to the vote on each director standing for election is provided below:

          Name              Votes For     Votes Withheld   Abstentions   Broker Non-Votes
Irvin E. Aal                21,541,854       181,755            -           3,618,835
Martha (Marti) Tomson
Rodamaker                   21,588,702       134,907            -           3,618,835

Item 2 - Ratification of the Appointment of Independent Registered Public
Accountants for the Fiscal Year Ending August 31, 2013.
Company shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accountants for the fiscal year ending August 31, 2013, as set forth below:
Votes For Votes Against Abstentions Broker Non-Votes 25,164,926 142,866 34,652 -

Item 3 - Proposal for an Advisory Vote on Executive Compensation (the "Say on
Pay" Vote).
Company shareholders approved, on an advisory basis, the compensation of certain executives as disclosed in the Compensation Discussion and Analysis, the compensation tables and other narrative executive compensation disclosures in the definitive proxy statement relating to the Annual Meeting, as set forth below:
Votes For Votes Against Abstentions Broker Non-Votes 18,588,534 2,893,131 241,944 3,618,835