Harley-Davidson (NYSE: HOG) CFO sells 1,554 shares in preplanned trade

Rhea-AI Filing Summary

HARLEY-DAVIDSON, INC. CFO and CCO Jonathan R. Root reported an open-market sale of 1,554 shares of common stock on June 1, 2026 at a price of $23.87 per share. The filing notes this transaction was carried out under a pre-arranged Rule 10b5-1(c) trading plan adopted on February 17, 2026.

After the sale, Root directly holds 30,954 shares of Harley-Davidson common stock and indirectly holds 15,083.9278 shares through a 401(k) Plan. The filing shows no derivative securities outstanding for him, indicating this was a cash-generating stock sale while retaining a substantial equity position.

Insights

Equity compensation and insider-transactions analyst

Planned, modest Harley-Davidson CFO stock sale, with sizable holdings retained.

CFO and CCO Jonathan R. Root sold 1,554 Harley-Davidson common shares at $23.87 on June 1, 2026, classified as an open-market transaction. The sale was executed under a Rule 10b5-1(c) trading plan adopted on February 17, 2026, indicating it was pre-scheduled rather than timed opportunistically.

Following this sale, Root still directly owns 30,954 shares and holds 15,083.9278 additional shares via a 401(k) Plan. With no derivatives reported in this filing, his exposure is entirely in common stock. Given the relatively small volume versus remaining holdings and the preplanned nature, this appears to be a routine liquidity action rather than a thesis-changing move.

Insider Trade Summary 10b5-1

Net Seller: 1,554 shares ($37,094)

Net Sell 2 txns

Insider Root Jonathan R

Role CFO and CCO

Sold 1,554 shs ($37K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,554	$23.87	$37K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 30,954 shares (Direct, null); Common Stock — 15,083.928 shares (Indirect, By 401(k))

Footnotes (1)

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1(c) trading plan adopted by the Reporting Person on February 17, 2026. Balance reflects the most current data available with regard to holdings in the 401(k) Plan.

Key Figures

Shares sold: 1,554 shares Sale price: $23.87 per share Direct holdings after sale: 30,954 shares +3 more

6 metrics

Shares sold 1,554 shares Open-market sale on June 1, 2026

Sale price $23.87 per share Price for 1,554 common shares sold

Direct holdings after sale 30,954 shares Common stock directly owned post-transaction

Indirect 401(k) holdings 15,083.9278 shares Common stock held via 401(k) Plan

Trading plan adoption date February 17, 2026 Rule 10b5-1(c) plan governing the sale

Transaction classification Open-market sale (Code S) Non-derivative common stock transaction

Key Terms

Rule 10b5-1(c) trading plan, open-market sale, 401(k) Plan, non-derivative, +1 more

5 terms

Rule 10b5-1(c) trading plan regulatory

"The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1(c) trading plan adopted..."

A Rule 10b5-1(c) trading plan is a legally defined, pre-set schedule that lets company insiders automatically buy or sell stock at specified times or under set formulas when they are not in possession of undisclosed, sensitive information. Think of it like an automatic payment plan for trades: because the instructions are written in advance, trades under the plan help protect insiders from allegations of trading on secret information and give investors clearer expectations about when insiders will transact, which can affect liquidity and perceived transparency.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

401(k) Plan financial

"Balance reflects the most current data available with regard to holdings in the 401(k) Plan."

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

non-derivative financial

""transaction_type": "non-derivative""

indirect financial

""ownership_type": "indirect""

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Root Jonathan R

(Last) (First) (Middle)

HARLEY-DAVIDSON, INC.

3700 WEST JUNEAU AVENUE

(Street)

MILWAUKEE WISCONSIN 53208

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HARLEY-DAVIDSON, INC. [ HOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and CCO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/01/2026		S(1)		1,554	D	$23.87	30,954	D
Common Stock								15,083.9278(2)	I	By 401(k)

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1(c) trading plan adopted by the Reporting Person on February 17, 2026.

2. Balance reflects the most current data available with regard to holdings in the 401(k) Plan.

Remarks:

	/s/ Paul J. Krause, as Power of Attorney	06/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Harley-Davidson (HOG) report for CFO Jonathan Root?

Harley-Davidson reported that CFO and CCO Jonathan R. Root sold 1,554 shares of common stock in an open-market transaction at $23.87 per share on June 1, 2026. The sale was executed under a pre-arranged Rule 10b5-1(c) trading plan.

How many Harley-Davidson (HOG) shares does CFO Jonathan Root hold after this sale?

After the reported transaction, CFO Jonathan Root directly owns 30,954 shares of Harley-Davidson common stock and indirectly holds 15,083.9278 shares through a 401(k) Plan. These figures show he retains a substantial equity stake following the 1,554-share sale.

Was the Harley-Davidson (HOG) CFO stock sale made under a Rule 10b5-1 plan?

Yes. The filing states the sale was effected pursuant to a Rule 10b5-1(c) trading plan adopted by Jonathan Root on February 17, 2026. Such plans pre-schedule trades, making the timing more routine than discretionary.

What price did Harley-Davidson (HOG) CFO Jonathan Root receive per share in the sale?

Jonathan Root’s reported sale of Harley-Davidson common stock was executed at $23.87 per share. This price applies to the 1,554 shares sold on June 1, 2026, as disclosed in the Form 4 insider transaction summary.

Does the Harley-Davidson (HOG) Form 4 show any options or derivatives for the CFO?

The Form 4 derivative summary is empty, indicating no derivative securities such as stock options or warrants are reported for Jonathan Root in this filing. His disclosed holdings consist solely of common stock, both direct and via the 401(k) Plan.