HARLEY-DAVIDSON, INC. — Director's Dealing 2022

Feb 12, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARLEY-DAVIDSON, INC. (HOG)
CIK: 0000793952
Period of Report: 2022-02-09

Reporting Person: ZEITZ JOCHEN (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-09	Restricted Stock Units	$0.0000	A	138473.0000	Acquired		Common Stock (138473.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	483120.0140	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Share Units	$		Common Stock (22612.4830)	22612.4830	Direct
Stock Option (right to buy)	$36.6300		Common Stock (500000.0000)	500000.0000	Direct

Footnotes

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.