Form 4: Harley-Davidson CAO Reports RSU Vesting, Stock Sales

Sentiment:

Insider Transaction Report


Harley-Davidson's Chief Accounting Officer, Bryan Andrew Beck, reported the vesting of restricted stock units and subsequent tax-related stock sales.

Summary

  • Bryan Andrew Beck, Chief Accounting Officer of Harley-Davidson, Inc. (HOG), reported multiple transactions involving common stock.
  • These transactions were conducted under a Rule 10b5-1(c) plan, indicating they were pre-scheduled.
  • On February 5, 2026, Beck acquired 590 shares of common stock through the vesting of restricted stock units (RSUs) and disposed of 201 shares at $20.51 for tax withholding, resulting in 389 shares beneficially owned.
  • On February 6, 2026, Beck acquired 1,097 shares of common stock from RSU vesting and disposed of 372 shares at $20.01 for tax withholding, bringing beneficial ownership to 1,114 shares.
  • On February 9, 2026, Beck acquired 398 shares of common stock from RSU vesting and disposed of 135 shares at $20.49 for tax withholding, resulting in 1,377 shares beneficially owned.
  • The restricted stock units represent a contingent right to receive one share of stock, with one-third vesting on each of the first three anniversaries of the grant date.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive filing. The vesting of RSUs is a positive for executive compensation alignment, and the tax-related sales are standard practice, indicating no discretionary selling based on new information.

Positives

  • The vesting of Restricted Stock Units (RSUs) indicates the Chief Accounting Officer is receiving equity compensation, aligning management's interests with shareholders.
  • The transactions were conducted under a Rule 10b5-1(c) plan, which suggests pre-planned, non-discretionary transactions, reducing concerns about opportunistic insider trading.

Negatives

  • The disposition of shares for tax withholding purposes reduces the Chief Accounting Officer's direct beneficial ownership of common stock.

Industry Context

StockSavvy.ai notes that insider transaction reports like this Form 4 are routine disclosures for publicly traded companies, reflecting standard executive compensation practices involving equity awards. While specific to Harley-Davidson, the use of Restricted Stock Units (RSUs) and Rule 10b5-1 plans is common across various industries for aligning executive incentives with shareholder value and managing insider trading compliance.

Related Party Transactions

  • The reported transactions involve the Chief Accounting Officer of Harley-Davidson, Inc. acquiring and disposing of company stock, which are by definition related-party transactions (insider transactions).

Stakeholder Impact

  • Shareholders: The vesting of RSUs aligns the Chief Accounting Officer's interests with shareholders, as his compensation is tied to company performance. The subsequent sales for tax purposes are a standard part of this compensation structure and do not necessarily indicate a change in management's confidence.

Key Dates

DateDescription
02/09/2024Grant date for some Restricted Stock Units, with one-third vesting on each of the first three anniversaries.
02/05/2025Grant date for some Restricted Stock Units, with one-third vesting on each of the first three anniversaries.
02/05/2026Transaction date for RSU vesting (590 shares acquired) and tax-related disposition (201 shares sold at $20.51).
02/06/2026Transaction date for RSU vesting (1,097 shares acquired) and tax-related disposition (372 shares sold at $20.01). Also, grant date for some Restricted Stock Units, with one-third vesting on each of the first three anniversaries.
02/09/2026Transaction date for RSU vesting (398 shares acquired) and tax-related disposition (135 shares sold at $20.49). Also, the date the Form 4 was signed by Power of Attorney.
02/05/2027Expiration date for some Restricted Stock Units.
02/06/2028Expiration date for some Restricted Stock Units.

Recommendation

hold

This Form 4 filing details routine, pre-scheduled transactions by an insider (Chief Accounting Officer Bryan Andrew Beck) related to the vesting of Restricted Stock Units and subsequent tax-related sales. These are not discretionary trades based on new material information and are part of standard executive compensation. Therefore, this filing alone does not provide a basis for a change in investment recommendation; a 'hold' stance is maintained pending broader company performance and market analysis.

Keywords

Harley-Davidson, HOG, SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Equity Compensation, Chief Accounting Officer, Bryan Andrew Beck, Stock Transactions, Rule 10b5-1

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