Donald Smith & Co., Inc. has filed a Schedule 13G reporting beneficial ownership of 8,899,204 shares of Harley-Davidson, Inc. common stock as of 12/31/2025. This stake is reported as approximately 7.5% of the outstanding common shares.
The filing shows Donald Smith & Co., Inc. with sole voting power over 8,643,503 shares and sole dispositive power over 8,827,353 shares. DSCO Value Fund, L.P., a related Delaware limited partnership, is listed with sole voting and dispositive power over 71,851 shares, which are included in the total beneficial ownership.
The filer certifies that the shares were acquired and are held in the ordinary course of business as an investment adviser, and not for the purpose of changing or influencing control of Harley-Davidson. Dividends and sale proceeds ultimately accrue to the advisory clients and other underlying holders, with no single client or other person owning more than 5% of the Harley-Davidson common stock class.
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Insights
Institutional holder reports a 7.5% passive stake in Harley-Davidson.
Donald Smith & Co., Inc. reports beneficial ownership of 8,899,204 Harley-Davidson common shares, about 7.5% of the class as of 12/31/2025. The firm has sole voting power over 8,643,503 shares and sole dispositive power over 8,827,353 shares, reflecting a sizable but single institutional position.
The certification states the holdings are in the ordinary course of business and not intended to change or influence control, which aligns with a passive institutional investment. Economic benefits, such as dividends and sale proceeds, flow to advisory clients and other underlying investors, none of whom individually own more than 5% of the class.
This type of disclosure mainly informs the market about concentrated ownership rather than signaling strategic action. Future company filings may update these ownership levels if Donald Smith & Co., Inc. or DSCO Value Fund, L.P. materially increase or decrease their Harley-Davidson positions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
HARLEY-DAVIDSON, INC.
(Name of Issuer)
Common
(Title of Class of Securities)
412822108
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
412822108
1
Names of Reporting Persons
DONALD SMITH & CO., INC.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
8,643,503.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
8,827,353.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
8,899,204.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.5 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP No.
412822108
1
Names of Reporting Persons
DSCO Value Fund, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
71,851.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
71,851.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
8,899,204.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.5 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
HARLEY-DAVIDSON, INC.
(b)
Address of issuer's principal executive offices:
3700 W JUNEAU AVE, MILWAUKEE, WISCONSIN, 53208.
Item 2.
(a)
Name of person filing:
Donald Smith & Co., Inc.
(b)
Address or principal business office or, if none, residence:
152 West 57th Street, 29th Floor
New York, NY 10019
(c)
Citizenship:
A Delaware Corporation
(d)
Title of class of securities:
Common
(e)
CUSIP No.:
412822108
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
8,899,204
(b)
Percent of class:
7.53%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
SOLE POWER TO VOTE:
Donald Smith & Co., Inc. 8,643,503
DSCO Value Fund, L.P. 71,851
(ii) Shared power to vote or to direct the vote:
SEE ITEM 6
(iii) Sole power to dispose or to direct the disposition of:
SOLE POWER TO DISPOSE:
Donald Smith & Co., Inc. 8,827,353
DSCO Value Fund, L.P. 71,851
(iv) Shared power to dispose or to direct the disposition of:
SEE ITEM 6
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
1. Donald Smith & Co., Inc. does not serve as custodian of the assets of any of its clients; accordingly, in each instance only the client or the client?s custodian or trustee bank has the right to receive dividends paid with respect to, and proceeds from the sale of, such securities. The ultimate power to direct the receipt of dividends paid with respect to, and the proceeds from the sale of, such securities, is vested in the institutional clients which Donald Smith & Co., Inc. serves as investment advisor. Any and all discretionary authority which has been delegated to Donald Smith & Co., Inc. may be revoked in whole or in part at any time. To the knowledge of Donald Smith & Co., Inc., with respect to all securities reported in this schedule owned by advisory clients of Donald Smith & Co., Inc., not more than 5% of the class of such securities is owned by any one client. 2. With respect to the remaining securities owned, various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of Harley Davidson Inc. No one person?s interest in the Common Stock of Harley Davidson Inc. is more than five percent of the total outstanding Common Stock.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
RULE 13d-1(f)(1) EXHIBIT A:
Donald Smith & Co., Inc. IA
DSCO Value Fund, L.P. PN
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
How many Harley-Davidson (HOG) shares does Donald Smith & Co., Inc. report owning?
Donald Smith & Co., Inc. reports beneficial ownership of 8,899,204 shares of Harley-Davidson common stock. This figure includes shares over which it has voting or dispositive power, including 71,851 shares held by DSCO Value Fund, L.P., as of 12/31/2025.
What percentage of Harley-Davidson (HOG) does this Schedule 13G represent?
The Schedule 13G reports that the 8,899,204 beneficially owned shares represent about 7.5% of Harley-Davidson’s common stock. This indicates a significant institutional position, large enough to require public disclosure under beneficial ownership rules.
Is Donald Smith & Co., Inc. seeking control of Harley-Davidson (HOG)?
The filing states the Harley-Davidson shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. It also notes the position is not held in connection with any control-related transaction.
Who ultimately receives dividends and sale proceeds from these Harley-Davidson (HOG) shares?
According to the filing, Donald Smith & Co., Inc. does not act as custodian. Dividends and sale proceeds are received by its advisory clients or their custodians, and various other holders, none of whom individually own more than 5% of Harley-Davidson’s common stock.
What role does DSCO Value Fund, L.P. play in the Harley-Davidson (HOG) stake?
DSCO Value Fund, L.P. is listed as a reporting person with 71,851 shares of Harley-Davidson common stock, all with sole voting and dispositive power. These shares are included within the total 8,899,204 shares reported as beneficially owned.
Why did Donald Smith & Co., Inc. have to file a Schedule 13G for Harley-Davidson (HOG)?
A Schedule 13G is required when an investor exceeds 5% beneficial ownership of a registered class of equity securities and qualifies for the shorter-form, passive filing. Here, Donald Smith & Co., Inc. reports owning about 7.5% of Harley-Davidson’s common stock.