SEC Form 4 · accession 0001225208-15-017251

HARLEY-DAVIDSON, INC. · HOG

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Mark Hans Richer

Officer — SVP, Chief Mktg Officer

Period of report

Aug 17, 2015

Accepted (ET)

Aug 18, 2015 · 6:46 pm EDT

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	Aug 17, 2015	M	10,000	$12.30	A	30,498	D
Common Stock^F1	Aug 17, 2015	S	10,000	$59.3199	D	20,498	D
Common Stock (restricted stock)^F2	holding	—	—		—	835	D
Common Stock	holding	—	—		—	1,679	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	$12.30	Aug 17, 2015	M	10,000	D	Feb 12, 2010	Feb 12, 2019	Common Stock	10,000	7,726	D
Restricted Stock Units^F5,F6	$0.00	holding	—	—	—	Feb 4, 2015	—	Common Stock	4,055	4,055	D
Stock Option (right to buy)^F7,F8	$63.49	holding	—	—	—	Feb 3, 2016	Feb 3, 2025	Common Stock	8,014	8,014	D
Stock Option (right to buy)^F9,F10	$51.78	holding	—	—	—	Feb 4, 2014	Feb 4, 2023	Common Stock	8,013	8,013	D
Stock Option (right to buy)^F9,F10	$62.33	holding	—	—	—	Feb 4, 2015	Feb 4, 2024	Common Stock	7,444	7,444	D
Stock Option (right to buy)^F9,F4	$45.32	holding	—	—	—	Feb 6, 2013	Feb 6, 2022	Common Stock	8,779	8,779	D
Stock Option (right to buy)^F9,F4	$41.33	holding	—	—	—	Feb 9, 2012	Feb 9, 2021	Common Stock	10,323	10,323	D
Stock Option (right to buy)^F9,F4	$22.63	holding	—	—	—	Feb 10, 2011	Feb 10, 2020	Common Stock	16,213	16,213	D
Stock Option (right to buy)^F3,F4	$39.04	holding	—	—	—	Feb 13, 2009	Feb 3, 2018	Common Stock	37,842	37,842	D
Stock Option (right to buy)^F3,F4	$57.81	holding	—	—	—	Aug 1, 2008	Aug 1, 2017	Common Stock	10,000	10,000	D

Explanation of responses

F1The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $59.31 to $59.36 per share. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F10Options 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.
F2The restricted stock was granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan. These shares of restricted stock vest on 2/4/16 and the shares are subject to forfeiture until vested.
F3Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.
F4All options are currently exercisable.
F5Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan or the Harley-Davidson, Inc. 2014 Incentive Stock Plan.
F6Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted on 2/4/2014 and 2/3/2015 vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.
F7Granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan.
F8Options 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.
F9Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan