SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Root Jonathan R

(Last)

(First)

(Middle)

HARLEY-DAVIDSON, INC.

3700 WEST JUNEAU AVENUE

(Street)

MILWAUKEE

53208

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/21/2020

3. Issuer Name and Ticker or Trading Symbol
HARLEY-DAVIDSON, INC. [ HOG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP - HDFSI

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,396	D
Common Stock	7,912.967	I	By 401(k)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	02/01/2020⁽¹⁾	02/02/2022⁽¹⁾	Common Stock	1,354	$0.0000	D
Restricted Stock Units	02/02/2019⁽²⁾	02/02/2021⁽²⁾	Common Stock	503	$0.0000	D
Restricted Stock Units	02/05/2021⁽³⁾	02/05/2023⁽³⁾	Common Stock	2,106	$0.0000	D
Restricted Stock Units	08/01/2020⁽⁴⁾	08/01/2021⁽⁴⁾	Common Stock	2,000	$0.0000	D

Explanation of Responses:

1. On February 1, 2019, the Reporting Person was granted 2,031 restricted stock units vesting with respect to 677 shares on February 1, 2020, February 1, 2021 and February 1, 2022.

2. On February 2, 2018, the Reporting Person was granted 1,508 restricted stock units vesting with respect to 502 shares on February 2, 2019 and 503 shares on February 2, 2020 and February 2, 2021.

3. On February 5, 2020, the Reporting Person was granted 2,106 restricted stock units vesting with respect to 702 shares on February 5, 2021, February 5, 2022 and February 5, 2023.

4. On August 1, 2018, the Reporting Person was granted 2,000 restricted stock units vesting with respect to 1,000 shares on August 1, 2020 and August 1, 2021.

Remarks:

rootpoa.txt

	/s/ Paul J. Krause, as Power of Attorney	06/01/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.