SEC Form 4 · accession 0001225208-15-003096
HARLEY-DAVIDSON, INC. · HOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Tonit M Calaway
Officer — VP, Human Resources
Period of report
Feb 3, 2015
Accepted (ET)
Feb 5, 2015 · 8:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000793952
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 4, 2015 | M | 1,169 | $0.00 | A | 1,169 | D | |
| Common StockF1 | Feb 4, 2015 | F | 858 | $62.76 | D | 311 | D | |
| Common Stock (restricted stock)F2 | holding | — | — | — | 2,186 | D | ||
| Common Stock | holding | — | — | — | 3,598 | I | By 401(k) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | $0.00 | Feb 3, 2015 | A | 3,875 | A | — | — | Common Stock | 3,875 | 7,383 | D |
| Stock Option (right to buy)F3,F5 | $63.49 | Feb 3, 2015 | A | 12,399 | A | Feb 3, 2016 | Feb 3, 2025 | Common Stock | 12,399 | 12,399 | D |
| Restricted Stock UnitsF6,F7 | $0.00 | Feb 4, 2015 | M | 1,169 | D | — | — | Common Stock | 1,169 | 6,214 | D |
| Stock Option (right to buy)F6,F8 | $51.78 | holding | — | — | — | Feb 4, 2014 | Feb 4, 2023 | Common Stock | 10,671 | 10,671 | D |
| Stock Option (right to buy)F9,F8 | $62.33 | holding | — | — | — | Feb 4, 2015 | Feb 4, 2025 | Common Stock | 11,226 | 11,226 | D |
| Stock Option (right to buy)F10,F8 | $45.32 | holding | — | — | — | Feb 6, 2013 | Feb 6, 2022 | Common Stock | 4,309 | 4,309 | D |
| Stock Option (right to buy)F10,F11 | $39.04 | holding | — | — | — | Feb 13, 2009 | Feb 13, 2018 | Common Stock | 152 | 152 | D |
| Stock Option (right to buy)F10,F11 | $51.46 | holding | — | — | — | Feb 14, 2007 | Feb 14, 2016 | Common Stock | 1,024 | 1,024 | D |
| Stock Option (right to buy)F10,F11 | $68.91 | holding | — | — | — | Feb 14, 2008 | Feb 14, 2017 | Common Stock | 3,198 | 3,198 | D |
| Stock Option (right to buy)F10,F11 | $61.20 | holding | — | — | — | Feb 15, 2006 | Feb 15, 2015 | Common Stock | 876 | 876 | D |
Explanation of responses
- F1On 2/4/2015, 1112 shares of restricted stock vested. 449 shares were withheld to pay the tax withholding associated with the vesting. Additionally, on 2/4/2015, 1169 restricted stock units vested. 409 shares were withheld to pay the tax withholding associated with the vesting. Accordingly, the remaining 1423 shares are now reflected as common stock.
- F10Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.
- F11All options are currently exercisable.
- F2The restricted stock granted 2/6/12 and 2/4/13 was granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan and one-third of the shares of restricted stock vest on each of the first three anniversaries of the date of grant and are subject to forfeiture until vested. On 2/4/2015, 1112 shares of restricted stock vested. 449 shares were withheld to pay the tax withholding associated with the vesting.
- F3Granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan.
- F4Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted on 2/3/2015 vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.
- F5Options granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan shall become exercisable for one-third of the shares covered by the option on each of the first three anniversaries of the date of grant.
- F6Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan
- F7Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted on 2/4/2014 vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.
- F8Options granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan shall become exercisable for one-third of the shares covered by the option on each of the first three anniversaries of the date of grant.
- F9Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan.