Krause Paul J 4

What Happened

• Paul J. Krause, Chief Legal Officer of Harley‑Davidson, converted restricted stock units (RSUs) into 8,635 shares across Feb 5–9, 2026 (no cash exercise price). To cover tax obligations, 4,357 of those shares were withheld/disposed under tax withholding rules for total proceeds of $88,130 (three withholdings: 1,174 @ $20.51 = $24,079; 2,435 @ $20.01 = $48,724; 748 @ $20.49 = $15,327). These transactions are routine vesting/conversion and tax-withholding, not open-market purchases.

Key Details

• Transaction dates: Feb 5, 2026; Feb 6, 2026; Feb 9, 2026. Filing date: Feb 9, 2026.
• What converted: 2,243; 4,802; and 1,590 RSUs were converted to shares (total 8,635).
• Tax-withheld/disposed: 1,174; 2,435; and 748 shares (total 4,357) at prices shown above, netting ~$88,130.
• Acquisition cost reported as $0 per share for the conversions (RSUs vesting).
• Footnotes: F2 — each RSU equals one share and vests subject to forfeiture (one‑third on each of the first three anniversaries). F1 notes 401(k) plan balance data (not directly related to these RSU conversions).
• Filing appears timely (no late‑filing indicator shown).

Context

• These were conversions of restricted stock units (derivative conversion), not open‑market purchases or sales for investment. The withheld/disposed shares reflect tax withholding (similar to a cashless settlement) rather than a voluntary sale that signals a change in investment view.
• Routine vesting and tax-withholding transactions are common for executives and typically reflect compensation mechanics rather than market-driven insider buying or selling.