SEC Info - Olin John A - ‘4’ for 11/26/19 re: Harley-Davidson, Inc.

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Olin John A

(Last)

(First)

(Middle)

HARLEY-DAVIDSON, INC.

3700 WEST JUNEAU AVENUE

(Street)

MILWAUKEE

53208

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HARLEY-DAVIDSON, INC. [ HOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
11/26/19

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/26/19		M		44,465	A	$22.63	102,965	D
Common Stock	11/26/19		S		44,465	D	$37.0019 ⁽¹⁾	58,500	D
Common Stock								910.9321	I	By 401(k)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy) ⁽²⁾	$22.63	11/26/19		M			44,465	2/10/11 ⁽³⁾	2/10/20	Common Stock	44,465	$0.0000	0.0000	D
Restricted Stock Units	$0.0000							⁽⁴⁾	⁽⁴⁾	Common Stock	42,951		42,951	D
Stock Option (right to buy) ⁽²⁾	$41.33							2/9/12 ⁽³⁾	2/9/21	Common Stock	13,059		13,059	D
Stock Option (right to buy) ⁽²⁾	$45.32							2/6/13 ⁽³⁾	2/6/22	Common Stock	20,194		20,194	D
Stock Option (right to buy) ⁽²⁾	$51.78							2/4/14 ⁽³⁾	2/4/23	Common Stock	22,825		22,825	D
Stock Option (right to buy) ⁽⁵⁾	$62.33							2/4/15 ⁽³⁾	2/4/24	Common Stock	22,726		22,726	D
Stock Option (right to buy) ⁽⁵⁾	$63.49							2/3/16 ⁽³⁾	2/3/25	Common Stock	25,453		25,453	D

Explanation of Responses:

(1) The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $36.75 to $37.185 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 this footnote.

(2) Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan

(3) All options are currently exercisable.

(4) Each restricted stock unit represents a contingent right to receive one share of stock. Units vest on the first three anniversaries of grant date. Units are subject to forfeiture until vested.

(5) Granted pursuant to the Harley-Davidson, Inc. 2014 Incentive Stock Plan.

	/s/ Paul J. Krause, as Power of Attorney	11/27/19
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

____________ Transaction Codes:
M	Exercise or conversion of derivative security exempted pursuant to Rule 16b-3.
S	Open market or private sale of non-derivative or derivative security.

Olin John A – ‘4’ for 11/26/19 re: Harley-Davidson, Inc.

On: Wednesday, 11/27/19, at 3:52pm ET · For: 11/26/19 · Accession #: 1225208-19-15008 · File #: 1-09183

Previous ‘4’: ‘4’ on 7/25/19 for 7/24/19 · Next: ‘4’ on 2/5/20 for 2/3/20 · Latest: ‘4’ on 3/8/24 for 3/6/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Olin John A – ‘4’ for 11/26/19 re: Harley-Davidson, Inc.

On: Wednesday, 11/27/19, at 3:52pm ET · For: 11/26/19 · Accession #: 1225208-19-15008 · File #: 1-09183

Previous ‘4’: ‘4’ on 7/25/19 for 7/24/19 · Next: ‘4’ on 2/5/20 for 2/3/20 · Latest: ‘4’ on 3/8/24 for 3/6/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents