SEC Form 4 · accession 0001225208-17-002482
HARLEY-DAVIDSON, INC. · HOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michelle Kumbier
Officer — SVP, Motor Co. Product & Ops
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 | 2,676 | $0.00 | A | 2,676 | D | |
| Common Stock | Feb 2, 2017 | F | 1,002 | $56.25 | D | 1,674 | D | |
| Common Stock | Feb 3, 2017 | M | 1,092 | $0.00 | A | 2,766 | D | |
| Common Stock | Feb 3, 2017 | F | 382 | $56.45 | D | 2,384 | D | |
| Common Stock | Feb 4, 2017 | M | 1,024 | $0.00 | A | 3,408 | D | |
| Common StockF1 | Feb 4, 2017 | F | 359 | $56.45 | D | 3,049 | D | |
| Common Stock | holding | — | — | — | 2,309 | 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 | 2,676 | D | — | — | Common Stock | 2,676 | 24,859 | D |
| Restricted Stock UnitsF2 | $0.00 | Feb 3, 2017 | M | 1,092 | D | — | — | Common Stock | 1,092 | 23,767 | D |
| Restricted Stock UnitsF2 | $0.00 | Feb 4, 2017 | M | 1,024 | D | — | — | Common Stock | 1,024 | 22,743 | D |
| Restricted Stock UnitsF3,F4 | $0.00 | holding | — | — | — | Feb 1, 2020 | — | Common Stock | 10,603 | 10,603 | D |
| Stock Option (right to buy)F5,F6 | $51.78 | holding | — | — | — | Feb 4, 2014 | Feb 4, 2023 | Common Stock | 10,980 | 10,980 | D |
| Stock Option (right to buy)F5,F6 | $62.33 | holding | — | — | — | Feb 4, 2015 | Feb 4, 2024 | Common Stock | 9,823 | 9,823 | D |
| Stock Option (right to buy)F3,F7 | $63.49 | holding | — | — | — | Feb 3, 2016 | Feb 3, 2025 | Common Stock | 10,484 | 10,484 | D |
| Stock Option (right to buy)F8,F6 | $68.91 | holding | — | — | — | Feb 14, 2008 | Feb 14, 2017 | Common Stock | 2,934 | 2,934 | D |
Explanation of responses
- F1On 2/2/2017, 2,676 restricted stock units vested; on 2/3/2017, 1,092 restricted stock units vested; on 2/4/2017, 1,024 restricted stock units vested. 1,743 shares were withheld to pay the tax withholding associated with the vestings. Accordingly, the remaining 3,094 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 on 2/4/2014 (granted pursuant to the 2009 Incentive Stock Plan) and 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.
- F4Each restricted stock unit (RSU) represents a contingent right to receive one share of stock. The RSUs granted vest in full after 3 years from the date of grant. Units are subject to forfeiture until vested.
- F5Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan.
- F6All options are currently exercisable.
- 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.
- F8Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.