JOCHEN ZEITZ - 03 Feb 2022 Form 4 Insider Report for HARLEY-DAVIDSON, INC. (HOG)

Role: President and CEO, Director
Signature: /s/ Paul J. Krause, as Power of Attorney
Issuer symbol: HOG
Transactions as of: 03 Feb 2022
Net transactions value: -$2,777,690
Form type: 4
Filing time: 07 Feb 2022, 13:29:59 UTC
Previous filing: 03 Dec 2021
Next filing: 11 Feb 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HOG	Common Stock	Options Exercise	$0	+181,764	+48%	$0.000000	561,145	03 Feb 2022	Direct
transaction	HOG	Common Stock	Tax liability	$2,777,690	-78,025	-14%	$35.60	483,120	03 Feb 2022	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	HOG	Restricted Stock Units	Options Exercise	$0	-181,764	-100%	$0.000000^*	0	03 Feb 2022	Common Stock	181,764	$0.000000	Direct	F1
holding	HOG	Share Units						22,612	03 Feb 2022	Common Stock	22,612		Direct	F2, F3, F4, F5
holding	HOG	Stock Option (right to buy)						500,000	03 Feb 2022	Common Stock	500,000	$36.63	Direct	F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.
F2	Granted pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended
F3	1-for-1
F4	Share units are payable in issuer's common stock following termination of service as a director & are subject to earlier payment pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended (share units payable in cash in limited circumstances according to the Plan)
F5	Includes shares of Common Stock acquired through automatic reinvestment of dividends.
F6	The stock options will vest and become exercisable based on a combination of (1) the achievement of stock price levels ranging from $45 to $65, as measured based on a 10-day average of the closing price, during the five years following the grant date, and (2) continued employment through December 31, 2023 or December 31, 2024.