Harley-Davidson Proxy Statement Filed for 2025 Shareholder Meeting

TL;DR

HOG proxy filed for 2025 meeting - shareholders vote soon.

AI Summary

Harley-Davidson, Inc. filed a Definitive Proxy Statement (DEFA14A) on May 1, 2025, in preparation for its 2025 annual shareholder meeting. The filing outlines the company's proxy materials, which will be used to solicit shareholder votes on various matters presented at the meeting. The company is headquartered at 3700 W Juneau Ave, Milwaukee, WI.

Why It Matters

This filing is crucial for shareholders as it details the agenda and proposals for the annual meeting, allowing them to make informed voting decisions on the company's future direction and governance.

Risk Assessment

Risk Level: low — This is a routine proxy filing for an annual shareholder meeting, not indicating any immediate financial distress or unusual corporate activity.

Key Players & Entities

• HARLEY-DAVIDSON, INC. (company) — Registrant
• 0000793952 (company) — Central Index Key
• 3700 W JUNEAU AVE (company) — Business Address
• MILWAUKEE (company) — City
• WI (company) — State
• 53208 (company) — ZIP Code
• 414-343-8553 (company) — Business Phone
• 20250501 (date) — Filing Date

FAQ

From the Filing

0001104659-25-043548.txt : 20250501 0001104659-25-043548.hdr.sgml : 20250501 20250501164521 ACCESSION NUMBER: 0001104659-25-043548 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20250501 DATE AS OF CHANGE: 20250501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARLEY-DAVIDSON, INC. CENTRAL INDEX KEY: 0000793952 STANDARD INDUSTRIAL CLASSIFICATION: MOTORCYCLES, BICYCLES & PARTS [3751] ORGANIZATION NAME: 04 Manufacturing EIN: 391382325 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-09183 FILM NUMBER: 25903953 BUSINESS ADDRESS: STREET 1: 3700 W JUNEAU AVE CITY: MILWAUKEE STATE: WI ZIP: 53208 BUSINESS PHONE: 414-343-8553 MAIL ADDRESS: STREET 1: 3700 W. JUNEAU AVE CITY: MILWAUKEE STATE: WI ZIP: 53208 FORMER COMPANY: FORMER CONFORMED NAME: HARLEY DAVIDSON INC DATE OF NAME CHANGE: 19920703 DEFA14A 1 tm2512731d13_defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material Pursuant to Section 240.14a-12 Harley-Davidson, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): x No fee required ¨ Fee paid previously with preliminary materials ¨ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 On the evening of April 30, 2025, in connection with its upcoming 2025 annual meeting of shareholders, Harley-Davidson, Inc. (the “Company”) provided the following additional information regarding the Company’s shareholder engagement efforts: In response to the 2024 advisory vote on executive compensation, and consistent with the Company’s commitment to shareholder engagement, the Company continued to engage with shareholders after the Company’s 2024 Annual Meeting of Shareholders (the “2024 Annual Meeting”) to understand their perspectives on executive compensation and other corporate governance matters. · Following the 2024 Annual Meeting, the Company engaged with shareholders owning more than 30% of the outstanding shares (in addition to the Company’s regular engagement with H Partners). The Chair of the Human Resources Committee (“HRC”) led constructive engagement calls with multiple investors. · In these engagements, shareholders provided feedback that was consistent with the feedback provided in engagement calls held prior to the 2024 Annual Meeting that were disclosed in the proxy statement for the 2025 Annual Meeting. · Also in these engagements, shareholders expressed a strong preference that the HRC: o Include Performance Share Units (“PSUs”) in the CEO’s Long-Term Incentive Plan (“LTIP”) awards; and o Not provide supplemental incentive opportunities. · In response to these engagements: o The HRC approved the CEO’s 2025 LTIP awards to include a mix of 50% PSUs and 50% restricted stock units (“RSUs”). The PSUs vest solely based on Company performance over a 3-year performance period and have the same performance measures and performance periods as the PSUs awarded to other Named Executive Officers (“NEOs”); and o The HRC has not provided NEOs with any supplemental incentive plans in 2025 in line with its commitment not to use one-time awards. Forward-Looking Statements This supplement information contains forward-looking st