Camping World Holdings Announces Board and Executive Changes

TL;DR

Camping World's board is shaking up: Lemonis out, new execs in. Big changes coming?

AI Summary

Camping World Holdings, Inc. announced on June 1, 2024, the departure of director Marcus J. Lemonis and the election of new directors, including Matthew E. Levin and John P. Donahue. The company also appointed Matthew E. Levin as Chief Legal Officer and General Counsel. These changes are effective as of June 1, 2024.

Why It Matters

Changes in board composition and executive leadership can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in key leadership and board members can introduce uncertainty regarding future strategy and operational direction.

Key Players & Entities

• Camping World Holdings, Inc. (company) — Registrant
• Marcus J. Lemonis (person) — Departing Director
• Matthew E. Levin (person) — Elected Director and Chief Legal Officer
• John P. Donahue (person) — Elected Director
• June 1, 2024 (date) — Effective date of changes

FAQ

Key Financial Figures

• $0.01 — hich registered Class A Common Stock, $0.01 par value per share CWH New York Stoc
• $100,000 — , (ii) Ms. Bell will receive a bonus of $100,000 within ten days following the 10-K Fili
• $400,000 — base salary will increase to a rate of $400,000 per year; (iii) Mr. Kirn will be eligib

Filing Documents

• tm2416396d1_8k.htm (8-K) — 37KB
• 0001104659-24-068249.txt ( ) — 207KB
• cwh-20240601.xsd (EX-101.SCH) — 3KB
• cwh-20240601_lab.xml (EX-101.LAB) — 33KB
• cwh-20240601_pre.xml (EX-101.PRE) — 22KB
• tm2416396d1_8k_htm.xml (XML) — 4KB

02.Departure

Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 1, 2024, Brent L. Moody, the President of Camping World Holdings, Inc. (together with its subsidiaries, the "Company"), notified the Company of his planned retirement effective as of December 31, 2024 and his resignation as President of the Company, effective July 1, 2024 (the "Effective Date"), at which time Mr. Moody will transition to a role of Senior Advisor. He will continue to serve on the Company's Board of Directors (the "Board"). In connection with his transition to the role of Senior Advisor, the Company expects to enter into an amended and restated employment agreement with Mr. Moody with a term through December 31, 2024, which will supersede and replace his prior employment agreement effective as of the Effective Date. The agreement amends the terms of Mr. Moody's employment to provide that Mr. Moody will be eligible for an incentive bonus equal to 0.125% (instead of 0.28%) of consolidated Adjusted EBITDA for the period from July 1, 2024 to December 31, 2024. In addition, provided that the amended and restated employment agreement has not been terminated prior to December 31, 2024, any outstanding unvested restricted stock units held by Mr. Moody will accelerate and vest as of such date. In connection with Mr. Moody's retirement, on June 1, 2024, the Board appointed Matthew D. Wagner, the Company's Chief Operating Officer, as President of the Company, as of the Effective Date. Mr. Wagner will continue to serve as the Company's principal operating officer. Mr. Wagner, age 39, has served as the Company's Chief Operating Officer since January 2023. Mr. Wagner previously served as Executive Vice President from August 2019 to December 2022, and Senior Vice President, Sales, Marketing, and Corporate Development, from December 2018 to August 2019, and the Vice President of Inventory Operations f

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K (this "Form 8-K") contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements about anticipated compensation arrangements with Mr. Moody, Mr. Wagner, Ms. Bell, Mr. Kirn, Ms. Christen and future board and management service. These forward-looking statements are based on management's current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the important factors discussed under the caption "Risk Factors" in our Annual Report on Form 10-K filed for the year ended December 31, 2023 and our other reports filed with the SEC could cause actual results to differ materially from those indicated by the forward-looking statements made in this Form 8-K. Any such forward-looking statements represent management's estimates as of the date of this Form 8-K. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change, except as required under applicable law. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this Form 8-K.

SIGNATURES

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. CAMPING WORLD HOLDINGS, INC. By: /s/ Lindsey J. Christen Name: Lindsey J. Christen Title: Chief Administrative and Legal Officer Date: June 4 , 2024

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View this 8-K filing on SEC EDGAR