{"schema_version":"secwatch.filing_event.v1","accession":"0000793952-23-000097","form_type":"8-K","ticker":"HOG","cik":"0000793952","company_name":"HARLEY-DAVIDSON, INC.","filed_at":"2023-05-22T23:59:59+00:00","discovered_at":"2026-05-14T18:03:42.245611+00:00","generated_at":"2026-06-14T18:55:14.651239+00:00","sec_items":["5.07"],"event_type":"other_material","sentiment":"negative","materiality_score":0.35,"calibrated_materiality_score":0.15,"confidence":"high","headline":"Harley-Davidson elects nine directors; say-on-pay vote 50.1% for, 49.9% against","bullets":["Nine director nominees elected; Norman Thomas Linebarger had 45.5M withhold (~40% of votes cast against).","Advisory say-on-pay: 56.7M for (50.04%), 56.5M against (49.96%) – near tie.","Shareholders chose 1-year frequency for future say-on-pay votes with 108.6M votes (95.7% of votes cast).","Ratification of Ernst & Young as auditor: 123.3M for, 2.6M against, 0.2M abstentions.","Total shares voted: ~126.1M; broker non-votes of 12.6M on director and say-on-pay proposals."],"urls":{"canonical":"https://secwatch.observer/filing/0000793952-23-000097","json":"https://secwatch.observer/filing/0000793952-23-000097.json","markdown":"https://secwatch.observer/filing/0000793952-23-000097.md","text":"https://secwatch.observer/filing/0000793952-23-000097.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/793952/000079395223000097/0000793952-23-000097-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/793952/000079395223000097/hog-20220518.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T18:55:14.651239+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"17775e4ecda05dbeb9c124d6bdd1f579de90ac0a","claim":"HARLEY-DAVIDSON, INC. shareholders approved Election of Directors at the 2023-05-18 meeting.","evidence_excerpt":"The individuals listed below were elected at the Annual Meeting to serve as directors of the Company until the next annual meeting of shareholders or until each of their respective successors have been duly elected and qualified","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/793952/000079395223000097/0000793952-23-000097-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-18"}],"fact_type":"shareholder_vote"},{"claim_id":"2277ddc936875ed39fee588cb32153e16121c4de","claim":"HARLEY-DAVIDSON, INC. shareholders voted on Advisory vote on compensation of named executive officers at the 2023-05-18 meeting.","evidence_excerpt":"The approval, on an advisory basis, of the compensation awarded to the Company's named executive officers, as described in the 2023 Proxy Statement","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/793952/000079395223000097/0000793952-23-000097-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Meeting","value":"2023-05-18"}],"fact_type":"shareholder_vote"},{"claim_id":"61f2a3f9fec1e822d7b30e71ea6b06faadee66d8","claim":"HARLEY-DAVIDSON, INC. shareholders approved Ratification of Ernst & Young LLP as independent registered public accounting firm at the 2023-05-18 meeting.","evidence_excerpt":"The ratification of the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/793952/000079395223000097/0000793952-23-000097-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-18"}],"fact_type":"shareholder_vote"},{"claim_id":"d39669b3f57cc65de48340bb7d3aab6e8d3816aa","claim":"HARLEY-DAVIDSON, INC. shareholders approved Advisory vote on frequency of say-on-pay at the 2023-05-18 meeting.","evidence_excerpt":"To consider, on an advisory basis, the frequency of the advisory vote of the compensation of our named executive officers: 1 Year 2 Years 3 Years Abstentions Broker Non-Votes 108,563,969 156,715 4,679,330 192,661 12,556,793","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/793952/000079395223000097/0000793952-23-000097-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-18"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}