SEC Form 4 · accession 0001225208-15-003268
HARLEY-DAVIDSON, INC. · HOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joanne M Bischmann
Officer — Vice President, Communications
Period of report
Feb 5, 2015
Accepted (ET)
Feb 9, 2015 · 8:03 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 5, 2015 | M | 5,938 | $22.63 | A | 7,810 | D | |
| Common Stock | Feb 5, 2015 | S | 6,538 | $63.49 | D | 1,272 | D | |
| Common StockF1 | Feb 6, 2015 | F | 184 | $64.21 | D | 1,163 | D | |
| Common Stock (restricted stock)F2 | holding | — | — | — | 530 | D | ||
| Common Stock | holding | — | — | — | 3,634 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3,F4 | $22.63 | Feb 5, 2015 | M | 5,938 | D | Feb 10, 2011 | Feb 10, 2020 | Common Stock | 5,938 | 0 | D |
| Restricted Stock UnitsF5 | $0.00 | holding | — | — | — | — | — | Common Stock | 2,521 | 2,521 | D |
| Stock Option (right to buy)F6,F7 | $63.49 | holding | — | — | — | Feb 3, 2016 | Feb 3, 2025 | Common Stock | 5,007 | 5,007 | D |
| Stock Option (right to buy)F3,F4 | $51.78 | holding | — | — | — | Feb 4, 2014 | Feb 4, 2023 | Common Stock | 3,392 | 3,392 | D |
| Stock Option (right to buy)F3,F4 | $62.33 | holding | — | — | — | Feb 4, 2015 | Feb 4, 2024 | Common Stock | 4,586 | 4,586 | D |
| Stock Option (right to buy)F3,F8 | $45.32 | holding | — | — | — | Feb 6, 2013 | Feb 6, 2022 | Common Stock | 5,037 | 5,037 | D |
| Stock Option (right to buy)F9,F8 | $68.91 | holding | — | — | — | Feb 14, 2008 | Feb 14, 2017 | Common Stock | 6,513 | 6,513 | D |
Explanation of responses
- F1On 2/6/2015, 525 shares of restricted stock vested. 184 shares were withheld to pay the tax withholding associated with the vesting. Accordingly, the remaining 341 shares are now reflected as common stock.
- F2The restricted stock granted 2/6/12 and 2/6/13 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 2/6/2015, 525 shares of restricted stock vested. 184 shares were withheld to pay the tax withholding associated with the vesting. Accordingly, the remaining 341 shares are now reflected as common stock.
- F3Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan
- F4Options 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.
- F5Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted on 2/4/2014 (granted pursuant to the 2009 Incentive Stock Plan) and 2/3/2015 (granted pursuant to the 2014 Incentive Stock Plan) vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.
- F6Granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan.
- F7Options 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.
- F8All options are currently exercisable.
- F9Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.