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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

April 29, 2021
Date of Report (date of earliest event reported)

POLARIS INC.
(Exact name of registrant as specified in its charter)
Minnesota
1-11411
41-1790959
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
2100 Highway 55
Medina
Minnesota
55340
(Address of Principal Executive Offices)
(Zip Code)
(763) 542-0500
Registrant's telephone number, including area code

N/A
(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 (see General Instruction A.2. below):

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, $.01 par value per share PII 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.
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Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2021 Annual Meeting of Shareholders (the “Annual Meeting”) of Polaris Inc. (the “Company”) was held on April 29, 2021. Proxies for matters to be voted upon at the Annual Meeting were solicited pursuant to Regulation 14 under the Securities Exchange Act of 1934, as amended. Three proposals were voted upon at the Annual Meeting. The proposals are described in detail in the Company’s Proxy Statement. Of the 61,267,879 shares of common stock outstanding on the record date of March 1, 2021, 55,582,332 shares were voted at the Annual Meeting. The final results for the votes regarding each proposal are set forth below. The percentage voted for is calculated using a denominator equal to the total number of shares voted at the meeting less broker non-votes.

1.The following nominees were elected as Class III members of the Board of Directors of the Company for three-year terms ending in 2024:

Name For Against Abstain Broker Non-Votes % Voted For
Kevin M. Farr 47,153,586 322,929 158,620 7,947,197 99.31%
John P. Wiehoff 43,670,798 3,707,091 257,246 7,947,197 92.17%

The terms of the following directors continued after the Annual Meeting: George W. Bilicic, Gary E. Hendrickson, Gwenne A. Henricks, Bernd F. Kessler, Lawrence D. Kingsley, and Gwynne E. Shotwell.


2.    The selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal 2021 was ratified:
For Against Abstain Broker Non-Votes % Voted For
54,946,431 468,703 167,198 0 99.15%


3.    The compensation of the Company’s named executive officers was approved in a non-binding advisory vote:
For Against Abstain Broker Non-Votes % Voted For
41,041,437 6,216,061 377,637 7,947,197 86.84%




 
Item 9.01 Financial Statements and Exhibits

(d) Exhibits
Exhibit No.    Exhibit
104 Cover Page Interactive Data File (formatted as Inline XBRL)







SIGNATURE

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 thereunto duly authorized.
Date: May 4, 2021
  POLARIS INC.
/s/ Lucy Clark Dougherty
Lucy Clark Dougherty
Senior Vice President—General Counsel and Secretary