8-K
filed May 28, 2026, 4:41 PM ET
ticker HOG
CIK 0000793952
other material
confidence high
sentiment neutral
materiality 0.30
Harley-Davidson shareholders approve increase in incentive plan shares to 12.2M; say-on-pay passes
HARLEY-DAVIDSON, INC.
- Shareholders approved amendment to 2020 Incentive Stock Plan, increasing authorized shares to 12,200,000 (66.9M for, 3.9M against).
- Advisory vote on executive compensation passed with 61.1M for, 9.8M against.
- All eight director nominees elected; largest vote withheld was for Allan Golston (11.4M).
- Ratification of Ernst & Young as auditor passed with 83.0M for.
- Shareholder proposal on climate transition plan defeated (15.2M for, 55.3M against).
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HARLEY-DAVIDSON, INC. shareholders rejected Shareholder proposal regarding a climate transition plan.
- Outcome
- failed
Exact text from the filing
5. Proposal 5: A shareholder proposal regarding a climate transition plan. Shares Voted For Shares Voted Against Abstentions Broker Non-Votes 15,168,872 55,305,212 615,957 13,525,983
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HARLEY-DAVIDSON, INC. shareholders approved Amendment to Harley-Davidson, Inc. 2020 Incentive Stock Plan to increase authorized shares.
- Proposal
- equity plan
- Outcome
- passed
Exact text from the filing
3. Proposal 3: The approval of an amendment to the Harley-Davidson, Inc. 2020 Incentive Stock Plan to increase the authorized number of shares of the Company's common stock under the plan. Shares Voted For Shares Voted Against Abstentions Broker Non-Votes 66,926,011 3,875,568 288,462 13,525,983
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HARLEY-DAVIDSON, INC. shareholders approved Advisory approval of compensation awarded to Named Executive Officers.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
2. Proposal 2: The approval, on an advisory basis, of the compensation awarded to the Company’s Named Executive Officers, as described in the 2026 Proxy Statement. Shares Voted For Shares Voted Against Abstentions Broker Non-Votes 61,057,442 9,796,616 235,983 13,525,983
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HARLEY-DAVIDSON, INC. shareholders approved Election of Directors.
- Proposal
- director election
- Outcome
- passed
Exact text from the filing
1. Proposal 1: Election of Directors: 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 has been duly elected and qualified: Director Nominee Shares Voted For Shares Withheld Broker Non-Votes Troy Alstead 66,552,679 4,537,362 13,525,983 Lori Flees 69,294,243 1,795,798 13,525,983 Allan Golston 59,736,688 11,353,353 13,525,983 Rafeh Masood 69,053,306 2,036,735 13,525,983 Daniel J. Nova 69,663,213 1,426,828 13,525,983 Matthew J. Reintjes 69,682,766 1,407,275 13,525,983 Artie Starrs 70,012,530 1,077,511 13,525,983 Maryrose Sylvester 66,728,675 4,361,366 13,525,983
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HARLEY-DAVIDSON, INC. shareholders approved Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-12-31 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-12-31
Exact text from the filing
4. Proposal 4: 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, 2026. Shares Voted For Shares Voted Against Abstentions 83,047,856 1,378,822 189,346
View on SEC.gov
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