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HARLEY-DAVIDSON, INC. Director's Dealing 2014

Jul 30, 2014

31265_dirs_2014-07-30_48c17e4f-7953-44dd-8a2a-a89b0fb31c72.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: 2014-07-28

Reporting Person: BAKER JOHN P (GM, Corp Strat,Bus Dev & Susta)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-07-28 Common Stock J 7244.1300 $62.9400 Acquired 10478.8568 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock (restricted stock) 2443.0000 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $0.0000 Common Stock (2289.0000) 2289.0000 Direct
Stock Option (right to buy) $51.7800 2023-02-04 Common Stock (3873.0000) 3873.0000 Direct
Stock Option (right to buy) $62.3300 2024-02-04 Common Stock (3662.0000) 3662.0000 Direct
Stock Option (right to buy) $45.3200 2022-02-06 Common Stock (3978.0000) 3978.0000 Direct
Stock Option (right to buy) $41.3300 2021-02-09 Common Stock (2271.0000) 2271.0000 Direct
Stock Option (right to buy) $68.9100 2017-02-14 Common Stock (951.0000) 951.0000 Direct
Stock Option (right to buy) $61.2000 2015-02-15 Common Stock (1102.0000) 1102.0000 Direct

Footnotes

F1: On July 28, 2014 Mr. Baker reallocated the funds in his 40l(k) account.

F2: The restricted stock granted 2/6/12 and 2/4/13 was granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan and one-third of the shares of restricted stock vest on each of the first three anniversaries of the date of grant and are subject to forfeiture until vested.

F3: Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan

F4: Each restricted stock unit represents a contingent right to receive one share of stock. One-third of the units granted on 2/4/2014 vest on each of the first three anniversaries of the date of grant. Units are subject to forfeiture until vested.

F5: Options 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.

F6: All options are currently exercisable.

F7: Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.