HARLEY-DAVIDSON, INC. — Director's Dealing 2020

Nov 12, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARLEY-DAVIDSON, INC. (HOG)
CIK: 0000793952
Period of Report: 2020-11-09

Reporting Person: Olin John A (Former SVP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-11-09	Common Stock	S	13500	$36.34	Disposed	78502	Direct
2020-11-09	Common Stock	S	2901	$33.5106	Disposed	75601	Direct
2020-11-09	Common Stock	S	63476	$33.9912	Disposed	12125	Direct
2020-11-09	Common Stock	S	12125	$34.9373	Disposed	0	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	947.8999	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$41.33	2021-02-09	Common Stock (13059)	13059	Direct
Stock Option (right to buy)	$45.32	2022-02-06	Common Stock (20194)	20194	Direct
Stock Option (right to buy)	$51.78	2023-02-04	Common Stock (22825)	22825	Direct
Stock Option (right to buy)	$62.33	2023-07-09	Common Stock (22726)	22726	Direct
Stock Option (right to buy)	$63.49	2023-07-09	Common Stock (25453)	25453	Direct

Footnotes

F1: The Reporting Person's sale of the issuer's Common Stock reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 13,500 shares, with the Reporting Person's May 13, 2020 purchase of 13,500 shares of the issuer's Common Stock at an average weighted price of $19.0203 per share. However, the Reporting Person previously disgorged to the issuer profits on the May 13, 2020 purchase of 13,500 shares of the issuer's Common Stock that were matchable to a sale of the issuer's Common Stock that occurred on November 26, 2019 at prices ranging from $37.04 to $37.185. Because the transactions reported herein occurred at prices lower than $37.04, these transactions did not generate any additional profits subject to disgorgement to the issuer.

F2: The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.46 to $33.57 per share. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote.

F3: The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from per $33.58 to $34.57 per share. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote.

F4: The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.58 to $35.57 per share. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote.

F5: Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan

F6: All options are currently exercisable

F7: Granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan