What plan governed Masood Rafeh’s Harley-Davidson (HOG) Share Units?

The Share Units were granted under the Harley-Davidson, Inc. Director Stock Plan, as amended. Footnotes state each Stock Unit equals one share of common stock, with shares payable on the one-year anniversary of the grant date or upon earlier termination of board service for the director.

Harley-Davidson (HOG) director Masood Rafeh exercises 6,015 share units into common stock

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

HARLEY-DAVIDSON, INC. director Masood Rafeh exercised equity awards to acquire additional shares of common stock. On May 14, 2026, he converted 6,015 Share Units into 6,015 shares of Common Stock under the Harley-Davidson Director Stock Plan.

After the transactions, he directly holds 13,495 shares of Common Stock and 4,615 Share Units. Each Share Unit is equivalent to one share of common stock and was granted as director compensation, with shares generally payable on the one-year anniversary of the grant date or upon earlier termination of board service.

Insider Trade Summary

6,015 shares exercised/converted

Mixed 2 txns

Insider Masood Rafeh

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 — 4,615 shares (Direct, null); Common Stock — 13,495 shares (Direct, null)

Footnotes (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.

Key Figures

Shares acquired: 6,015 shares Common shares held after: 13,495 shares Share Units after: 4,615 units +2 more

5 metrics

Shares acquired 6,015 shares Common Stock acquired via Share Unit exercise on May 14, 2026

Common shares held after 13,495 shares Direct Harley-Davidson common stock holdings after transactions

Share Units after 4,615 units Director Share Units remaining after 6,015-unit conversion

Conversion ratio 1-for-1 Each Share Unit equals one Harley-Davidson common share

Exercise price per unit $0.00 Reported price per Share Unit converted in this transaction

Key Terms

Share Units, Director Stock Plan, Exercise or conversion of derivative security, automatic reinvestment of dividends, +1 more

5 terms

Director Stock Plan financial

"Granted pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended."

Exercise or conversion of derivative security financial

"Transaction code M is described as Exercise or conversion of derivative security."

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 →

05/18/2026 - 04:25 PM

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).

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^*

Masood Rafeh

(Last)

(First)

(Middle)

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)

X	Director	10% 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)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/14/2026		M		6,015	A	$0	13,495	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Share Units⁽¹⁾	⁽²⁾	05/14/2026		M			6,015⁽³⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	6,015	$0	4,615	D

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 Attorney	05/18/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Harley-Davidson (HOG) director Masood Rafeh report in this Form 4?

Masood Rafeh reported exercising director equity awards to acquire 6,015 Harley-Davidson common shares. These came from Share Units granted under the Director Stock Plan, reflecting compensation rather than an open-market stock purchase or sale. His direct common stock stake increased as a result.

How many Harley-Davidson (HOG) shares did Masood Rafeh acquire in this transaction?

Masood Rafeh acquired 6,015 shares of Harley-Davidson common stock through the exercise of Share Units. Each Share Unit converts into one common share, so 6,015 Share Units became 6,015 shares, consistent with a 1-for-1 structure disclosed in the filing’s footnotes.

What are Masood Rafeh’s Harley-Davidson (HOG) holdings after this Form 4?

Following the reported transactions, Masood Rafeh directly holds 13,495 shares of Harley-Davidson common stock and 4,615 Share Units. The Share Units are equivalent to the same number of common shares and are generally payable on the one-year anniversary of the grant date or earlier departure.

Were Masood Rafeh’s Harley-Davidson (HOG) transactions open-market buys or sells?

The filing shows no open-market buying or selling. Instead, Masood Rafeh exercised derivative awards coded as “M,” converting 6,015 Share Units into 6,015 common shares. This reflects compensation-related equity vesting and conversion, not discretionary market trading activity in Harley-Davidson stock.