Harley-Davidson, Inc. Files Definitive Proxy Statement
Ticker: HOG · Form: DEF 14A · Filed: 2024-04-05T00:00:00.000Z
Sentiment: neutral
Topics: Harley-Davidson, DEF 14A, Proxy Statement, Executive Compensation, Equity Awards
TL;DR
<b>Harley-Davidson, Inc. has filed its Definitive Proxy Statement for the 2023 fiscal year, detailing executive compensation and equity award information.</b>
AI Summary
HARLEY-DAVIDSON, INC. (HOG) filed a Proxy Statement (DEF 14A) with the SEC on April 5, 2024. Harley-Davidson, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 5, 2024. The filing covers the period from January 1, 2023, to December 31, 2023. It includes details on executive compensation, equity awards, and pension adjustments for PEO and Non-PEO NEO members. Specific data points relate to equity awards granted and vested during the year, as well as unvested awards from prior years. The filing also references data from 2020, 2021, and 2022 for comparative purposes.
Why It Matters
For investors and stakeholders tracking HARLEY-DAVIDSON, INC., this filing contains several important signals. This filing provides shareholders with crucial information regarding executive compensation, enabling informed voting decisions on related proposals. The detailed breakdown of equity awards and pension adjustments offers transparency into how executive pay is structured and performance is incentivized.
Risk Assessment
Risk Level: low — HARLEY-DAVIDSON, INC. shows low risk based on this filing. The filing is a routine proxy statement and does not contain new financial performance data or strategic shifts that would indicate significant risk.
Analyst Insight
Shareholders should review the executive compensation details and equity award structures to understand management's incentives and alignment with company performance.
Key Numbers
- 2023-01-01 — Reporting Period Start Date (Fiscal year 2023)
- 2023-12-31 — Reporting Period End Date (Fiscal year 2023)
- 2024-04-05 — Filing Date (DEF 14A filing)
Key Players & Entities
- HARLEY-DAVIDSON, INC. (company) — Filer name
- Mr. Zeitz (person) — Member of PEO and Non-PEO NEO compensation reporting
- Mr. Levatich (person) — Member of PEO compensation reporting
FAQ
When did HARLEY-DAVIDSON, INC. file this DEF 14A?
HARLEY-DAVIDSON, INC. filed this Proxy Statement (DEF 14A) with the SEC on April 5, 2024.
What is a DEF 14A filing?
A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by HARLEY-DAVIDSON, INC. (HOG).
Where can I read the original DEF 14A filing from HARLEY-DAVIDSON, INC.?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by HARLEY-DAVIDSON, INC..
What are the key takeaways from HARLEY-DAVIDSON, INC.'s DEF 14A?
HARLEY-DAVIDSON, INC. filed this DEF 14A on April 5, 2024. Key takeaways: Harley-Davidson, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 5, 2024.. The filing covers the period from January 1, 2023, to December 31, 2023.. It includes details on executive compensation, equity awards, and pension adjustments for PEO and Non-PEO NEO members..
Is HARLEY-DAVIDSON, INC. a risky investment based on this filing?
Based on this DEF 14A, HARLEY-DAVIDSON, INC. presents a relatively low-risk profile. The filing is a routine proxy statement and does not contain new financial performance data or strategic shifts that would indicate significant risk.
What should investors do after reading HARLEY-DAVIDSON, INC.'s DEF 14A?
Shareholders should review the executive compensation details and equity award structures to understand management's incentives and alignment with company performance. The overall sentiment from this filing is neutral.
How does HARLEY-DAVIDSON, INC. compare to its industry peers?
Harley-Davidson operates in the motorcycle manufacturing industry, a sector influenced by consumer discretionary spending and brand loyalty.
Are there regulatory concerns for HARLEY-DAVIDSON, INC.?
As a publicly traded company, Harley-Davidson is subject to SEC regulations, including the requirement to file proxy statements for shareholder meetings and votes.
Industry Context
Harley-Davidson operates in the motorcycle manufacturing industry, a sector influenced by consumer discretionary spending and brand loyalty.
Regulatory Implications
As a publicly traded company, Harley-Davidson is subject to SEC regulations, including the requirement to file proxy statements for shareholder meetings and votes.
What Investors Should Do
- Review the compensation committee report for details on executive pay decisions.
- Analyze the equity awards granted, vested, and unvested for key executives.
- Understand the pension plan adjustments and their impact on executive compensation.
Key Dates
- 2024-04-05: Filing Date — Definitive Proxy Statement (DEF 14A) filed
- 2023-12-31: Fiscal Year End — Reporting period for compensation details
Year-Over-Year Comparison
This filing is a DEF 14A, which is a standard proxy statement, and does not represent a change from previous filings in terms of document type or reporting frequency.
Filing Stats: 4,400 words · 18 min read · ~15 pages · Grade level 16.4 · Accepted 2024-04-05 13:32:43
Key Financial Figures
- $2,400 — gful per unit profitability increase of $2,400 dollars per unit, or 185%, since 2019.
Filing Documents
- hog-20240405.htm (DEF 14A) — 1584KB
- hog-20240405_g1.jpg (GRAPHIC) — 379KB
- hog-20240405_g10.jpg (GRAPHIC) — 26KB
- hog-20240405_g11.jpg (GRAPHIC) — 6KB
- hog-20240405_g12.jpg (GRAPHIC) — 8KB
- hog-20240405_g13.jpg (GRAPHIC) — 31KB
- hog-20240405_g14.jpg (GRAPHIC) — 31KB
- hog-20240405_g15.jpg (GRAPHIC) — 32KB
- hog-20240405_g16.jpg (GRAPHIC) — 38KB
- hog-20240405_g17.jpg (GRAPHIC) — 5KB
- hog-20240405_g18.jpg (GRAPHIC) — 163KB
- hog-20240405_g19.jpg (GRAPHIC) — 116KB
- hog-20240405_g2.jpg (GRAPHIC) — 36KB
- hog-20240405_g20.jpg (GRAPHIC) — 114KB
- hog-20240405_g21.jpg (GRAPHIC) — 120KB
- hog-20240405_g22.jpg (GRAPHIC) — 115KB
- hog-20240405_g23.jpg (GRAPHIC) — 134KB
- hog-20240405_g24.jpg (GRAPHIC) — 136KB
- hog-20240405_g25.jpg (GRAPHIC) — 146KB
- hog-20240405_g26.jpg (GRAPHIC) — 140KB
- hog-20240405_g27.jpg (GRAPHIC) — 127KB
- hog-20240405_g28.jpg (GRAPHIC) — 36KB
- hog-20240405_g29.jpg (GRAPHIC) — 34KB
- hog-20240405_g3.jpg (GRAPHIC) — 27KB
- hog-20240405_g30.jpg (GRAPHIC) — 32KB
- hog-20240405_g31.jpg (GRAPHIC) — 32KB
- hog-20240405_g32.jpg (GRAPHIC) — 177KB
- hog-20240405_g33.jpg (GRAPHIC) — 508KB
- hog-20240405_g34.jpg (GRAPHIC) — 46KB
- hog-20240405_g35.jpg (GRAPHIC) — 48KB
- hog-20240405_g36.jpg (GRAPHIC) — 53KB
- hog-20240405_g37.jpg (GRAPHIC) — 53KB
- hog-20240405_g38.jpg (GRAPHIC) — 72KB
- hog-20240405_g39.jpg (GRAPHIC) — 68KB
- hog-20240405_g4.jpg (GRAPHIC) — 21KB
- hog-20240405_g40.jpg (GRAPHIC) — 200KB
- hog-20240405_g41.jpg (GRAPHIC) — 232KB
- hog-20240405_g42.jpg (GRAPHIC) — 244KB
- hog-20240405_g43.jpg (GRAPHIC) — 347KB
- hog-20240405_g44.jpg (GRAPHIC) — 94KB
- hog-20240405_g45.jpg (GRAPHIC) — 79KB
- hog-20240405_g46.jpg (GRAPHIC) — 84KB
- hog-20240405_g47.jpg (GRAPHIC) — 34KB
- hog-20240405_g48.jpg (GRAPHIC) — 32KB
- hog-20240405_g49.jpg (GRAPHIC) — 32KB
- hog-20240405_g5.jpg (GRAPHIC) — 36KB
- hog-20240405_g50.jpg (GRAPHIC) — 36KB
- hog-20240405_g51.jpg (GRAPHIC) — 35KB
- hog-20240405_g52.jpg (GRAPHIC) — 34KB
- hog-20240405_g53.jpg (GRAPHIC) — 576KB
- hog-20240405_g54.jpg (GRAPHIC) — 463KB
- hog-20240405_g55.jpg (GRAPHIC) — 710KB
- hog-20240405_g56.jpg (GRAPHIC) — 559KB
- hog-20240405_g6.jpg (GRAPHIC) — 32KB
- hog-20240405_g7.jpg (GRAPHIC) — 75KB
- hog-20240405_g8.jpg (GRAPHIC) — 31KB
- hog-20240405_g9.jpg (GRAPHIC) — 24KB
- 0000793952-24-000092.txt ( ) — 20315KB
- hog-20240405.xsd (EX-101.SCH) — 5KB
- hog-20240405_def.xml (EX-101.DEF) — 8KB
- hog-20240405_lab.xml (EX-101.LAB) — 11KB
- hog-20240405_pre.xml (EX-101.PRE) — 7KB
- hog-20240405_htm.xml (XML) — 294KB
To elect nine Directors to the Board of Directors
Item 1 To elect nine Directors to the Board of Directors Our Board of Directors unanimously recommends that you vote "FOR" the election of each of its nine Director nominees. Director Nominees AGE DIRECTOR SINCE INDEPENDENT OTHER CURRENT PUBLIC DIRECTORSHIPS BOARD COMMITTEES AFC HRC NCGC SSC Troy Alstead Owner and CEO of Harbor O5 LLC Former COO & Former CFO of Starbucks Corp. 61 2017 X Levi Strauss & Co, and Array Technologies, Inc. Jared D. Dourdeville Partner at H Partners Management, LLC a/k/a H Partners 35 2022 X James Duncan Farley, Jr. President and Chief Executive Officer of Ford Motor Company 61 2021 X Ford Allan Golston President, United States Program for the Bill & Melinda Gates Foundation 57 2017 X Stryker Corporation Sara Levinson Co-founder and Former Director of Katapult Studio Former President of NFL Properties, Inc. 73 1996 X Macy's, Inc. Norman Thomas Linebarger Former Executive Chairman of Cummins Inc. Former Chairman and Chief Executive Officer of Cummins Inc. 61 2008 X Rafeh Masood Chief Growth and Digital Officer of Royal Caribbean Group Former Executive Vice President and Chief Customer Officer of Bed, Bath & Beyond Inc. 45 2022 X Maryrose Sylvester Former U.S. Head of Electrification and U.S. Managing Director of ABB Group Former President and CEO of Current, powered by GE 58 2016 X Waste Management, Inc., Vontier Corporation and Flex, Ltd. Jochen Zeitz Chairman of the Board, President, and Chief Executive Officer of Harley-Davidson, Inc. 60 2007 LiveWire Group, Inc. AFC: Audit and Finance Committee SSC: Sustainability and Safety Committee HRC: Human Resources Committee : Member and Committee Chair NCGC: Nominating and Corporate Governance Committee : Members iv HARLEY-DAVIDSON, INC. 2024 PROXY STATEMENT PROXY SUMMARY
To approve, by advisory vote, the compensation of our Named Executive Officers
Item 2 To approve, by advisory vote, the compensation of our Named Executive Officers As a reflection of the importance of executive compensation to our shareholders and pursuant to SEC rules, we offer our shareholders the opportunity to approve, on a non-binding, advisory basis, the compensation of our NEOs. Accordingly, we are seeking input from shareholders with this advisory vote on the compensation of our NEOs as disclosed in the Compensation Discussion and Analysis section and the accompanying compensation tables contained in this Proxy Statement in accordance with the SEC's executive compensation disclosure rules. Our Board of Directors unanimously recommends that you vote "FOR" this proposal. Our executive compensation goals and guiding principles emphasize pay-for-performance. We base several elements of our compensation upon delivering high levels of performance relative to performance measures that the Human Resources Committee has approved. For example: (i) the annual Short-Term Incentive Plan ("STIP") and our performance shares require that we achieve financial performance before recipients are entitled to this compensation; and (ii) the equity component of our compensation program provides greater financial benefits when our stock price is increasing. Our goals and guiding principles are as follows: Pay-for-performance | Reward exceptional performance with higher pay outcomes, while delivering reduced or no incentive pay when performance expectations are not met; Align interests with those of our shareholders | Use equity-based awards and stock ownership guidelines to focus management on sustainable long-term growth and share price appreciation; Encourage outcomes and behaviors | Balance rewarding the delivery of near-term results with long-term performance, while discouraging excessive or inappropriate risks; Align measures with our strategy and operating plan | Select performance measures that reflect our strategic objectives with goals tha