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Harley-Davidson (NYSE: HOG) director converts 6,015 share units into common stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HARLEY-DAVIDSON, INC. director James D. Farley Jr. exercised 6,015 share units into Common Stock on May 14, 2026. These units were granted under the Harley-Davidson, Inc. Director Stock Plan on a 1-for-1 basis.

Following the transaction, he directly holds 22,220.41 shares of Common Stock. The filing shows a routine, compensation-related derivative exercise with no open-market buying or selling and no remaining share units from this grant.

Positive

  • None.

Negative

  • None.
Insider FARLEY JR JAMES D
Role null
Type Security Shares Price Value
Exercise Share Units 6,015 $0.00 --
Exercise Common Stock 6,015 $0.00 --
Holdings After Transaction: Share Units — 0 shares (Direct, null); Common Stock — 22,220.41 shares (Direct, null)
Footnotes (1)
  1. Granted pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended 1-for-1 Includes shares of Common Stock acquired through automatic reinvestment of dividends. Each Stock Unit is the equivalent of one share of common stock. The shares are payable on the one year anniversary of the grant date or upon the earlier termination of service as a director.
Shares exercised 6,015 shares Share units converted to Common Stock on May 14, 2026
Shares held after 22,220.41 shares Direct Common Stock holdings after exercise
Exercise transactions 1 derivative exercise Exercise or conversion of derivative security (Code M)
Share unit ratio 1-for-1 Each stock unit equals one share of Common Stock
Director Stock Plan financial
"Granted pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended"
Share Units financial
"security_title: "Share Units" in the derivative transaction record"
automatic reinvestment of dividends financial
"Includes shares of Common Stock acquired through automatic reinvestment of dividends."
Stock Unit financial
"Each Stock Unit is the equivalent of one share of common stock."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
FARLEY JR JAMES D
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/14/2026M6,015A$022,220.41D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Share Units(1)(2)05/14/2026M6,015(3) (4) (4)Common Stock6,015$00D
Explanation of Responses:
1. Granted pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended
2. 1-for-1
3. Includes shares of Common Stock acquired through automatic reinvestment of dividends.
4. Each Stock Unit is the equivalent of one share of common stock. The shares are payable on the one year anniversary of the grant date or upon the earlier termination of service as a director.
Remarks:
/s/ Paul J. Krause, as Power of Attorney05/18/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did James D. Farley Jr. report at HARLEY-DAVIDSON (HOG)?

James D. Farley Jr. reported exercising 6,015 share units into Common Stock. The transaction is a derivative exercise under the Harley-Davidson Director Stock Plan, converting previously granted stock units into shares rather than an open-market purchase or sale.

How many HARLEY-DAVIDSON (HOG) shares does James D. Farley Jr. hold after this Form 4?

After the transaction, James D. Farley Jr. directly holds 22,220.41 shares of HARLEY-DAVIDSON Common Stock. This reflects his position following the exercise of 6,015 share units and includes shares accumulated through prior plan grants and dividend reinvestment.

Was the HARLEY-DAVIDSON (HOG) Form 4 transaction an open-market buy or sell?

The Form 4 does not show any open-market buy or sell. Instead, it records a derivative exercise, where 6,015 stock units granted under the Director Stock Plan were converted into an equal number of Common Stock shares for the reporting director.

What are the share units exercised by the HARLEY-DAVIDSON (HOG) director?

The share units are stock units granted under the Harley-Davidson Director Stock Plan on a 1-for-1 basis with Common Stock. Each unit is equivalent to one share, payable on the one-year anniversary of the grant or upon earlier termination of director service.

Does the HARLEY-DAVIDSON (HOG) Form 4 mention dividend reinvestment?

Yes. A footnote states the director’s holdings include shares of Common Stock acquired through automatic reinvestment of dividends. This means some of his reported 22,220.41 shares came from dividends being converted into additional shares over time.