Root Jonathan R 4

What Happened

• Jonathan R. Root, Harley‑Davidson’s Chief Financial Officer and Chief Commercial Officer, received a grant/settlement of 2,800 performance shares on 2026-02-17 (reported as an acquisition at $0.00). As part of the settlement, 821 shares were surrendered/withheld to cover tax withholding at $20.42 per share, totaling $16,765. Net shares delivered to Root = 2,800 − 821 = 1,979 shares. This was an equity award/settlement (compensation), not an open‑market purchase.

Key Details

• Transaction date: 2026-02-17
• Grant: 2,800 shares acquired @ $0.00 (award/settlement)
• Tax withholding/disposition: 821 shares disposed @ $20.42 = $16,765 (code F)
• Net shares received by insider: 1,979 (2,800 − 821)
• Shares owned after transaction: not specified in the items you provided (noted as “most current” 401(k) data in filing)
• Footnotes: F1 = settlement of performance shares being issued to the reporting person; F2 = balance reflects holdings in the 401(k) Plan
• Filing timeliness: Report filed 2026-02-19 for 2026-02-17 transactions (filed within the standard Form 4 window)

Context

• This was a routine equity award settlement; withholding shares to cover taxes is common and does not indicate an open‑market sale or purchase decision. This is not an option exercise/sale for cash; it’s compensation being delivered with shares withheld for tax obligations.