Hazelton Brian Daniel

Form 4

FORM 4 | Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. _See_ Instruction 1(b).  
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**UNITED STATES SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549****STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES** Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940  | | OMB APPROVAL  
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| OMB Number: | 3235-0287  
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Expires: | January 31, 2005  
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Estimated average burden hours per response... | 0.5  
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(Print or Type Responses)| | 1\. Name and Address of Reporting Person *  
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Hazelton Brian Daniel  
2\. Issuer Name **and** Ticker or Trading Symbol  
WINNEBAGO INDUSTRIES INC [WGO]  |  5\. Relationship of Reporting Person(s) to Issuer  
(Check all applicable)| _____ Director | _____ 10% Owner  
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__X__ Officer (give title below) | _____ Other (specify below)  
VP & GM Motor Homes  
| (Last) | (First) | (Middle)  
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WINNEBAGO INDUSTRIES, INC., P.O. BOX 152 3\. Date of Earliest Transaction (Month/Day/Year)  
10/18/2018  
|  (Street)   
  
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FOREST CITY, IA 50436 4\. If Amendment, Date Original Filed(Month/Day/Year)  
|  6\. Individual or Joint/Group Filing(Check Applicable Line)  
_X_ Form filed by One Reporting Person  
___ Form filed by More than One Reporting Person   
| (City) | (State) | (Zip)  
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**Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned**  
| 1.Title of Security  
(Instr. 3) | 2\. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3\. Transaction Code  
(Instr. 8) | 4\. Securities Acquired (A) or Disposed of (D)  
(Instr. 3, 4 and 5) | 5\. Amount of Securities Beneficially Owned Following Reported Transaction(s)  
(Instr. 3 and 4) | 6\. Ownership Form: Direct (D) or Indirect (I)  
(Instr. 4) | 7\. Nature of Indirect Beneficial Ownership  
(Instr. 4)  
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Code | V | Amount | (A) or (D) | Price  
Common Stock, $.50 par value  | 10/18/2018 | F |  280 (1) |  D  |  $ 29.12  |  16,860  |  D   
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.  
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**Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.** | SEC 1474 (9-02)  
**Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned  
(_e.g._ , puts, calls, warrants, options, convertible securities)**1\. Title of Derivative Security  
(Instr. 3) | 2\. Conversion or Exercise Price of Derivative Security | 3\. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4\. Transaction Code  
(Instr. 8) | 5\. Number of Derivative Securities Acquired (A) or Disposed of (D)  
(Instr. 3, 4, and 5) | 6\. Date Exercisable and Expiration Date  
(Month/Day/Year) | 7\. Title and Amount of Underlying Securities  
(Instr. 3 and 4) | 8\. Price of Derivative Security  
(Instr. 5) | 9\. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)  
(Instr. 4) | 10\. Ownership Form of Derivative Security: Direct (D) or Indirect (I)  
(Instr. 4) | 11\. Nature of Indirect Beneficial Ownership  
(Instr. 4)  
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares  
  
## Reporting Owners

**Reporting Owner Name / Address** | **Relationships**  
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Director |  10% Owner |  Officer |  Other  
Hazelton Brian Daniel  
WINNEBAGO INDUSTRIES, INC.  
P.O. BOX 152  
FOREST CITY, IA 50436 |  VP & GM Motor Homes  
  
## Signatures

/s/ Stacy Bogart, Vice President, General Counsel & Secretary, Winnebago Industries, Inc. under Power of Attorney |  10/19/2018  
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**Signature of Reporting Person |  Date  
  
## Explanation of Responses:

***** | If the form is filed by more than one reporting person, _see_ Instruction 4(b)(v).  
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****** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. _See_ 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).  
**( 1)** | Upon the annual incremental vesting of a restricted stock award granted 10/18/17 under the Winnebago Industries, Inc. 2014 Omnibus Equity, Performance Awards, and Incentive Compensation Plan, which is a Section 16(b) plan, the reporting person exercised their option to have a portion of such vested shares, equal in value to the tax amount calculated based upon the value of such shares on the vesting date, to be withheld by the Company in order to meet reporting person's tax obligation incurred upon the vesting of such restricted stock award.  
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, _see_ Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.