Are the 8,621 Harley-Davidson share units a stock purchase by the director?

No, the 8,621 Harley-Davidson share units represent a grant or award, not an open-market stock purchase. They were granted at no cash cost to the director under the Director Stock Plan as part of her board compensation, and settle in stock or cash under plan terms.

How and when will Lori Ann Flees’ Harley-Davidson share units be paid out?

The share units are generally payable in Harley-Davidson common stock over five years following termination of service as a director. A specified portion of 6,250 shares is payable on the one-year anniversary of the grant date, or sooner if her board service ends earlier, subject to plan terms.

What does 1-for-1 mean for Harley-Davidson (HOG) share units in this filing?

The 1-for-1 description means each share unit is economically equivalent to one share of Harley-Davidson common stock. When the units are paid, the director is entitled to receive an equal number of common shares, or in limited cases cash, according to the Director Stock Plan provisions.

How many Harley-Davidson share units does Lori Ann Flees hold after this grant?

After this compensation grant, Lori Ann Flees holds 8,621 share units according to the Form 4. These units represent deferred equity that will generally convert into Harley-Davidson common stock over time, mainly after her service as a director ends, following the plan’s distribution schedule.

Harley-Davidson (NYSE: HOG) director awarded 8,621 deferred share units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Flees Lori Ann reported acquisition or exercise transactions in this Form 4 filing.

HARLEY-DAVIDSON, INC. director Lori Ann Flees received an award of 8,621 share units tied to the company’s common stock. The grant was made as compensation under the Harley-Davidson Director Stock Plan.

Each unit is generally equivalent to one share of common stock and is payable over time, primarily following the director’s termination of board service. A portion of 6,250 shares is scheduled to be paid on the one-year anniversary of the grant date or earlier if her board service ends sooner.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Flees Lori Ann

Role null

Type	Security	Shares	Price	Value
Grant/Award	Share Units	8,621	$0.00	--

Holdings After Transaction: Share Units — 8,621 shares (Direct, null)

Footnotes (1)

Granted pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended 1-for-1 Share units are payable in issuer's common stock over 5 years following termination of service as a director and are subject to earlier payment pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended (share units payable in cash in limited circumstances according to the Plan). Each Stock Unit is the equivalent of one share of common stock. 6,250 shares are payable on the one year anniversary of the grant date or upon the earlier termination of service as a director.

Key Figures

Share units granted: 8,621 share units Units equivalent ratio: 1-for-1 Units after transaction: 8,621 share units +2 more

5 metrics

Share units granted 8,621 share units Director award on 2026-05-21

Units equivalent ratio 1-for-1 Each unit equals one share of common stock

Units after transaction 8,621 share units Total share units held following the grant

Scheduled payout tranche 6,250 shares Payable on one-year anniversary of grant or earlier termination

Service-based payout period 5 years Units payable over five years following termination of director service

Key Terms

Director Stock Plan, Share Units, Stock Unit, common stock

4 terms

Director Stock Plan financial

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

Stock Unit financial

"Each Stock Unit is the equivalent of one share of common stock"

common stock financial

"Each Stock Unit is the equivalent of one share of common stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

05/26/2026 - 04:29 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^*

Flees Lori Ann

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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)

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⁾	05/21/2026		A⁽¹⁾		8,621⁽³⁾⁽⁴⁾		⁽³⁾⁽⁴⁾	⁽³⁾⁽⁴⁾	Common Stock	8,621	$0	8,621	D

Explanation of Responses:

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

2. 1-for-1

3. Share units are payable in issuer's common stock over 5 years following termination of service as a director and are subject to earlier payment pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended (share units payable in cash in limited circumstances according to the Plan).

4. Each Stock Unit is the equivalent of one share of common stock. 6,250 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	05/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Harley-Davidson (HOG) director Lori Ann Flees report on this Form 4?

Lori Ann Flees reported receiving 8,621 share units as a compensation grant under Harley-Davidson’s Director Stock Plan. These units are tied to the company’s common stock and increase her deferred equity-based holdings as a director rather than reflecting an open-market stock purchase.