SEC Form 4 · accession 0001225208-17-002480
HARLEY-DAVIDSON, INC. · HOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sean Cummings
Officer — SVP, Global Demand
Period of report
Feb 2, 2017
Accepted (ET)
Feb 6, 2017 · 9:33 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 2, 2017 | M | 1,721 | $0.00 | A | 2,159 | D | |
| Common Stock | Feb 2, 2017 | F | 684 | $56.25 | D | 1,475 | D | |
| Common Stock | Feb 3, 2017 | M | 735 | $0.00 | A | 2,210 | D | |
| Common StockF1 | Feb 3, 2017 | F | 251 | $56.45 | D | 1,959 | D | |
| Common Stock | holding | — | — | — | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2 | $0.00 | Feb 2, 2017 | M | 1,721 | D | — | — | Common Stock | 1,721 | 8,861 | D |
| Restricted Stock UnitsF2 | $0.00 | Feb 3, 2017 | M | 735 | D | — | — | Common Stock | 735 | 8,126 | D |
| Stock Option (right to buy)F3,F4 | $63.49 | holding | — | — | — | Feb 3, 2016 | Feb 3, 2025 | Common Stock | 3,528 | 3,528 | D |
Explanation of responses
- F1On 2/2/2017, 1,721 restricted stock units vested; on 2/3/2017, 735 restricted stock units vested. A total of 935 shares were withheld to pay the tax withholding associated with the vesting. Accordingly, the remaining 1,521 shares are now reflected as common stock.
- F2Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted 2/3/2015 and 2/2/2016 (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.
- F3Granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan.
- F4Options 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.