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HARLEY-DAVIDSON, INC. Director's Dealing 2010

Feb 4, 2010

31265_dirs_2010-02-04_df449f2a-0bb0-47d8-b8aa-214b159ccb6c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARLEY DAVIDSON INC (HOG)
CIK: 0000793952
Period of Report: 2010-02-02

Reporting Person: LIONE GAIL A (Exec VP, Gen Counsel & Secy)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-02-02 Common Stock S 1000 $23.5 Disposed 15980 Direct
2010-02-04 Common Stock S 1000 $22.88 Disposed 14980 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock (restricted stock) 77200 Direct
Common Stock 8348 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (right to buy) $44.41 2011-02-07 Common Stock (27518) 27518 Direct
Stock Option (right to buy) $52.095 2012-02-12 Common Stock (24514) 24514 Direct
Stock Option (right to buy) $40.72 2013-02-11 Common Stock (32930) 32930 Direct
Stock Option (right to buy) $52.45 2014-02-09 Common Stock (26589) 26589 Direct
Stock Option (right to buy) $61.205 2015-02-15 Common Stock (16985) 16985 Direct
Stock Option (right to buy) $51.46 2016-02-14 Common Stock (13830) 13830 Direct
Stock Option (right to buy) $68.91 2017-02-14 Common Stock (17467) 17467 Direct
Stock Option (right to buy) $39.04 2018-02-13 Common Stock (47841) 47841 Direct
Stock Option (right to buy) $12.3 2019-02-12 Common Stock (92402) 92402 Direct

Footnotes

F1: On 2/15/09, 983 shares of restricted stock vested because performance criteria were met. Accordingly, 983 shares are no longer reflected as restricted stock, but are reflected as common stock.

F2: Restricted stock is granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan. The shares of unvested restricted stock granted on 2/15/05, 2/14/06, 2/14/07, and 2/13/08 are subject to forfeiture until completion of a four year vesting period, except that 50% of the shares may vest after two years based on performance. The shares of restricted stock granted on 2/12/09 are subject to forfeiture until completion of a four-year vesting period. On 2/15/09, 983 shares of restricted stock vested because performance criteria were met. Accordingly, 983 shares are no longer reflected as restricted stock, but are reflected as common stock.

F3: Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.

F4: All options are currently exercisable.

F5: Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.

F6: Options granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan shall become exercisable for 25% of the shares covered by the option on each of the first four anniversaries of the date of grant.