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HARLEY-DAVIDSON, INC. Director's Dealing 2016

Nov 17, 2016

31265_dirs_2016-11-16_48e31f18-19f9-4c7f-86ce-1368fb0ca281.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: 2016-11-14

Reporting Person: BISCHMANN JOANNE M (Vice President, Communications)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-11-14 Common Stock M 5037.0000 $45.3200 Acquired 6771.2223 Direct
2016-11-14 Common Stock S 5037.0000 $60.0000 Disposed 1734.2223 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-11-14 Stock Option (right to buy) $45.3200 M 5037.0000 Disposed 2022-02-06 Common Stock (5037.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 4089.8430 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $0.0000 Common Stock (4079.0000) 4079.0000 Direct
Stock Option (right to buy) $51.7800 2023-02-04 Common Stock (3392.0000) 3392.0000 Direct
Stock Option (right to buy) $62.3300 2024-02-04 Common Stock (4586.0000) 4586.0000 Direct
Stock Option (right to buy) $63.4900 2025-02-03 Common Stock (5007.0000) 5007.0000 Direct
Stock Option (right to buy) $68.9100 2017-02-14 Common Stock (6513.0000) 6513.0000 Direct

Footnotes

F1: Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan.

F2: All options are currently exercisable.

F3: RSUs granted on 2/4/14 were granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan. RSUs granted on 2/3/15 and 2/2/16 were granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan.

F4: Each restricted stock unit represents a contingent right to receive one share of common stock. One-third of the units granted on 2/4/2014 (granted pursuant to the 2009 Incentive Stock Plan) and 2/3/2015 (granted pursuant to the 2014 Incentive Stock Plan) and 2/2/2016 ( granted pursuant to the 2014 Incentive Stock Plan) each 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: Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.