SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
LEVATICH MATTHEW S

(Last) (First) (Middle)
HARLEY-DAVIDSON, INC.
3700 WEST JUNEAU AVENUE

(Street)
MILWAUKEE WI 53208

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HARLEY DAVIDSON INC [ HOG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President & COO of HDMC
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/27/2012 M 3,314 A $40.72 19,638 D
Common Stock 04/27/2012 S 3,314 D $52.84 16,324 D
Common Stock (restricted stock) 42,159 (1) D
Common Stock 15,920.4693 I By 401(k)
Common Stock 10.1459 I By ESPP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (2) $40.72 04/27/2012 M 3,314 02/12/2004 (3) 02/12/2013 Common Stock 3,314 $0.0000 0.0000 D
Stock Option (right to buy) (4) $45.32 02/06/2013 (5) 02/06/2022 Common Stock 32,198 32,198 D
Stock Option (right to buy) (4) $41.33 02/09/2012 (5) 02/09/2021 Common Stock 26,247 26,247 D
Stock Option (right to buy) (2) $52.45 02/10/2005 (3) 02/10/2014 Common Stock 8,883 8,883 D
Stock Option (right to buy) (4) $22.63 02/10/2011 (6) 02/10/2020 Common Stock 42,559 42,559 D
Stock Option (right to buy) (7) $12.3 02/12/2010 (8) 02/12/2019 Common Stock 30,801 30,801 D
Stock Option (right to buy) (2) $52.1 02/13/2003 (3) 02/13/2012 Common Stock 2,490 2,490 D
Stock Option (right to buy) (7) $39.04 02/13/2009 (8) 02/13/2018 Common Stock 19,447 19,447 D
Stock Option (right to buy) (7) $51.46 02/14/2007 (3) 02/14/2016 Common Stock 5,356 5,356 D
Stock Option (right to buy) (7) $68.91 02/14/2008 (8) 02/14/2017 Common Stock 9,149 9,149 D
Stock Option (right to buy) (7) $61.2 02/15/2006 (3) 02/15/2015 Common Stock 5,957 5,957 D
Stock Option (right to buy) (4) $21.52 05/01/2010 (9) 05/01/2019 Common Stock 58,076 58,076 D
Explanation of Responses:
1. The restricted stock granted 2/10/10, 2/9/11 & 2/6/12 was granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan and one-third of the shares of restricted stock vest on each of the first three anniversaries of the date of grant and the shares are subject to forfeiture until vested.
2. Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.
3. All options are currently exercisable.
4. Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan
5. Options granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan shall become exercisable for one-third of the shares covered by the option on each of the first three anniversaries of the date of grant.
6. Options granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan and shall become exercisable for one-third of the shares covered by the option on each of the first three anniversaries of the date of grant.
7. Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.
8. Options granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan shall become exercisable for 25% of the shares covered by the option on each of the first four anniversaries of the date of grant.
9. Options granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan shall become exercisable for 25% of the shares covered by the option on each of the first four anniversaries of the date of grant.
Paul J. Jones, as power of attorney 05/01/2012
** Signature of Reporting Person Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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