8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 8-K 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 17, 2021

Harley-Davidson, Inc.

(Exact name of registrant as specified in its charter)

Wisconsin	1-9183	39-1382325
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3700 West Juneau Avenue, Milwaukee, Wisconsin 53208

(Address of principal executive offices, including zip code)

(414) 342-4680

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of exchange on which registered
COMMON STOCK, $0.01 par value per share	HOG	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 17, 2021, Harley-Davidson, Inc. (the “Company”) announced the retirement of Lawrence G. Hund, Chief Commercial Officer, and the appointment of Edel M. O’Sullivan Coyne (Edel O’Sullivan) as his replacement. Mr. Hund is retiring from the Company after 18 years of service and will work closely with Ms. O’Sullivan through the transition. Ms. O’Sullivan will join the Company as Chief Commercial Officer, effective March 1, 2021. Mr. Hund will retire effective April 2, 2021 from the Company and will remain chairman of the board of directors of Harley-Davidson Financial Services.

Ms. O’Sullivan has served as a partner at Bain & Company for the last 5 years of her 14-year tenure, where she led the development of major corporate transformations, including the strategic delivery of profitable growth initiatives across multiple industries, with an emphasis on retail, advanced manufacturing and OEMs. She previously managed financial planning and analysis for a division at Procter & Gamble.

Item 9.01 Financial Statements and Exhibits.

(a)Not applicable.

(b)Not applicable.

(c)Not applicable.

(d)Exhibits. The following exhibit is being furnished herewith:

(99.1 Press Release of Harley-Davidson, Inc., dated February 17, 2021)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HARLEY-DAVIDSON, INC.
Date: February 17, 2021	/s/ Paul J. Krause
	Paul J. Krause
	Secretary

EX-99.1

FOR IMMEDIATE RELEASE

Harley-Davidson Announces New Chief Commercial Officer

MILWAUKEE (February 17, 2021) – Harley-Davidson, Inc. ("Harley-Davidson") (NYSE:HOG) today announces the appointment of Edel O’Sullivan as Chief Commercial Officer (CCO). O’Sullivan will replace existing CCO Larry Hund, who retires from the company following 18 years of service, on April 2, 2021.

Effective March 1, O’Sullivan will join Harley-Davidson with extensive experience in omnichannel retail and durable goods, focusing on commercial excellence and organizational change. She served as a partner at Bain & Company for the past five years of her 14-year tenure, where she led the development of major corporate transformations including the strategic delivery of profitable growth initiatives across multiple industries, with an emphasis on retail, advanced manufacturing and OEMs. Previously, O’Sullivan worked in financial planning and analysis for a division of Procter & Gamble. O’Sullivan holds a Bachelor of Chemical Engineering from the Universidad Simon Bolivar in Caracas, Venezuela and an MBA with distinction, from Harvard Business School.

“Edel has an excellent track record of effectively building commercial and organizational strategies, based on clear market and consumer insights, that deliver strong financial and operational results,” said Jochen Zeitz, chairman, president and CEO of Harley-Davidson. “She will bring new perspectives and capabilities to our leadership team as we execute the priorities of our 5-year strategy, The Hardwire.”

Hund, 64, will work closely with O’Sullivan through the transition ensuring a consistent handover. Prior to taking on the CCO role, Hund was President of HDFS for 11 years. The company will continue to leverage Hund’s knowledge and experience as he will remain chairman of the Harley-Davidson Financial Services Board of Directors.

“I want to thank Larry for his 18 years of hard work and dedication to Harley-Davidson. I am most grateful that he took on the challenge to help build and transform the newly structured global commercial operation as part of the Rewire over the last year. Larry has been an outstanding leader and I look forward to his continued contribution as chairman of HDFS,” said Zeitz.

Harley-Davidson recently unveiled The Hardwire, its 2021-2025 strategic plan targeting long-term profitable growth and shareholder value and aiming to enhance its position as the most desirable motorcycle brand in the world.

Company Background

Harley-Davidson, Inc. is the parent company of Harley-Davidson Motor Company and Harley-Davidson Financial Services. Our vision: Building our legend and leading our industry through innovation, evolution and emotion. Our mission: More than building machines, we stand for the timeless pursuit of adventure. Freedom for the soul. Our ambition is to maintain our place as the most desirable motorcycle brand in the world. Since 1903, Harley-Davidson has defined motorcycle culture by delivering a motorcycle lifestyle with distinctive and customizable motorcycles, experiences, motorcycle accessories, riding gear and apparel. Harley-Davidson Financial Services provides financing, insurance and other programs to help get riders on the road. www.harley-davidson.com.

### (HOG-F)

Media Contact:

Jenni Coats

jenni.coats@Harley-Davidson.com

414.343.7902

XML

Cover Page	Feb. 17, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Feb. 17, 2021
Entity Registrant Name	Harley-Davidson, Inc.
Entity Incorporation, State or Country Code	WI
Entity File Number	1-9183
Entity Tax Identification Number	39-1382325
Entity Address, Address Line One	3700 West Juneau Avenue
Entity Address, City or Town	Milwaukee
Entity Address, State or Province	WI
Entity Address, Postal Zip Code	53208
City Area Code	414
Local Phone Number	342-4680
Title of 12(b) Security	COMMON STOCK, $0.01 par value per share
Trading Symbol	HOG
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000793952
Amendment Flag	false