Harley-Davidson (HOG) awards 19,589 restricted stock units to marketing & tech chief

Rhea-AI Filing Summary

Ryan Matthew A reported acquisition or exercise transactions in this Form 4 filing.

HARLEY-DAVIDSON, INC. granted Chief Marketing & Tech. Officer Ryan Matthew A 19,589 restricted stock units as equity compensation. Each unit represents a contingent right to receive one share of Harley-Davidson stock.

One-third of the units vest on each of the first three anniversaries of the grant date, and the units are subject to forfeiture until they vest. This structure is designed to retain and incentivize the executive over a multi‑year period while aligning compensation with the company’s share performance.

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

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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^*

Ryan Matthew A

(Last) (First) (Middle)

3700 WEST JUNEAU AVENUE

(Street)

MILWAUKEE WI 53208

(City) (State) (Zip)

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)
	Chief Marketing & Tech. Off.

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

4. If Amendment, Date of 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

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

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
Restricted Stock Units	$0	02/13/2026		A		19,589		02/13/2027(1)	02/13/2029(1)	Common Stock	19,589	$0	19,589	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.

Remarks:

	/s/ Paul J. Krause, as Power of Attorney	02/26/2026
	** 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.

FAQ

What did Harley-Davidson (HOG) disclose about Ryan Matthew A in this Form 4?

Harley-Davidson reported a grant of 19,589 restricted stock units to Chief Marketing & Tech. Officer Ryan Matthew A. These equity awards vest over three years and are subject to forfeiture until vested, aligning his compensation with long-term company performance.

How many restricted stock units were granted to Harley-Davidson (HOG) executive Ryan Matthew A?

The filing shows a grant of 19,589 restricted stock units to Ryan Matthew A. Each unit represents a contingent right to receive one Harley-Davidson share, providing potential future ownership if vesting conditions are met over the three-year schedule.

How do the restricted stock units for Harley-Davidson (HOG) executive vest?

One-third of the 19,589 restricted stock units vest on each of the first three anniversaries of the grant date. This time-based vesting encourages executive retention and ties compensation to Harley-Davidson’s long-term share performance over several years.

Are the Harley-Davidson (HOG) restricted stock units immediately owned by Ryan Matthew A?

No, the restricted stock units are subject to forfeiture until vested. They represent a contingent right to receive Harley-Davidson shares, meaning actual ownership develops only as units vest across the three-year schedule described in the Form 4 footnote.

What does each restricted stock unit represent in Harley-Davidson (HOG)’s Form 4 filing?

Each restricted stock unit represents a contingent right to receive one share of Harley-Davidson common stock. The grant has no purchase price, but units must survive service and vesting conditions before converting into actual shares the executive can own.