---
schema_version: "secwatch.filing_event.v1"
accession: "0000793952-23-000161"
form_type: "8-K/A"
ticker: "HOG"
cik: "0000793952"
company_name: "HARLEY-DAVIDSON, INC."
filed_at: "2023-09-28T23:59:59+00:00"
generated_at: "2026-06-10T07:56:06.855502+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Harley-Davidson board adopts annual say-on-pay vote after close advisory vote

## Summary
- At May 18, 2023 annual meeting, advisory compensation vote: 56.7M for, 56.5M against (nearly split).
- Shareholders voted overwhelmingly for annual frequency of say-on-pay (108.6M votes for 1 year).
- Board's HR Committee on Aug 29, 2023 approved annual advisory votes on exec compensation until 2029.

## SEC filing metadata
- accession: 0000793952-23-000161
- form_type: 8-K/A
- ticker: HOG
- cik: 0000793952
- company_name: HARLEY-DAVIDSON, INC.
- filed_at: 2023-09-28T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/793952/000079395223000161/0000793952-23-000161-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/793952/000079395223000161/hog-20230518.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000793952-23-000161
- JSON: https://secwatch.observer/filing/0000793952-23-000161.json
- Plain text: https://secwatch.observer/filing/0000793952-23-000161.txt

## Key facts
- Shareholder Votes
  HARLEY-DAVIDSON, INC. shareholders approved Election of Directors at the 2023-05-18 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-18
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/793952/000079395223000161/0000793952-23-000161-index.htm
- Shareholder Votes
  HARLEY-DAVIDSON, INC. shareholders approved Ratification of Ernst & Young LLP as independent auditor at the 2023-05-18 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-18
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/793952/000079395223000161/0000793952-23-000161-index.htm
- Shareholder Votes
  HARLEY-DAVIDSON, INC. shareholders approved Advisory vote on frequency of say-on-pay at the 2023-05-18 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-18
  source text: To consider, on an advisory basis, the frequency of the advisory vote of the compensation of our named executive officers:
  evidence_url: https://www.sec.gov/Archives/edgar/data/793952/000079395223000161/0000793952-23-000161-index.htm
- Shareholder Votes
  HARLEY-DAVIDSON, INC. shareholders approved Advisory vote on named executive officer compensation at the 2023-05-18 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-18
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/793952/000079395223000161/0000793952-23-000161-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.