Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Harley-Davidson, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
412822108
(CUSIP Number)
February 11, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 412822108
| 1. |
Names of Reporting Persons
H Partners Management, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: |
5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
7,700,000(1) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
7,700,000(1) | |||||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
7,700,000(1) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
5.0%(1) | |||||
| 12. | Type of Reporting Person (See Instructions)
OO, IA | |||||
CUSIP No. 412822108
| 1. |
Names of Reporting Persons
Rehan Jaffer | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
United States of America | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: |
5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
7,700,000(1) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
7,700,000(1) | |||||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
7,700,000(1) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
5.0%(1) | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| (1) | Based on 153,278,729 shares of common stock issued and outstanding as of October 30, 2020, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission on November 5, 2020. |
| Item 1(a). | Name of Issuer |
Harley-Davidson, Inc. (the “Issuer”)
| Item 1(b). | Address of the Issuer’s Principal Executive Offices |
3700 West Juneau Avenue
Milwaukee, Wisconsin 53208
| Item 2(a). | Names of Persons Filing |
This statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
| 1. | H Partners Management, LLC |
| 2. | Rehan Jaffer |
| Item 2(b). | Address of the Principal Business Office, or if none, Residence: |
H Partners Management, LLC
888 Seventh Avenue, 29th Floor
New York, New York 10019
Rehan Jaffer
888 Seventh Avenue, 29th Floor
New York, New York 10019
| Item 2(c). | Citizenship |
See Item 4 on each of the cover pages.
| Item 2(d). | Title of Class of Securities |
Common Stock
| Item 2(e). | CUSIP Number |
412822108
| Item 3. | If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is: |
| ☐ | (a) a broker or dealer registered under Section 15 of the Exchange Act. | |||||
| ☐ | (b) a bank as defined in Section 3(a)(6) or the Exchange Act. | |||||
| ☐ | (c) an insurance company as defined in Section 3(a)(19) of the Exchange Act. | |||||
| ☐ | (d) an investment company registered under Section 8 of the Investment Company Act. | |||||
| ☐ | (e) an investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). | |||||
| ☐ | (f) an employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). | |||||
| ☐ | (g) a parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). | |||||
| ☐ | (h) a savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. | |||||
| ☐ | (i) a church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. | |||||
| ☐ | (j) a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J). | |||||
| ☐ | (k) a group in accordance with Rule 13d-1(b)(1)(ii)(K). | |||||
| ☐ | Not applicable | |||||
| Item 4. | Ownership |
The responses to Items 5 to 11 of the cover page of this Schedule 13G are incorporated herein by reference.
H Partners Management, LLC is the record holder of the shares of common stock reported herein. H Partners Management, LLC is controlled by Rehan Jaffer. Rehan Jaffer disclaims, for purposes of Section 16 of the Act, beneficial ownership of the reported securities held by H Partners Management, LLC, except to the extent of his indirect pecuniary interest therein. This report shall not be deemed an admission that Rehan Jaffer is the beneficial owners of such securities for purposes of Section 16 of the Act or for any other purposes.
| Item 5. | Ownership of Five Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☐.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not Applicable
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
Not Applicable
| Item 8. | Identification and Classification of Members of the Group |
Not Applicable
| Item 9. | Notice of Diss olution of Group |
Not Applicable
| Item 10. | Certification |
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 16, 2021
| H PARTNERS MANAGEMENT, LLC | ||
| By: | /s/ Rehan Jaffer | |
| Name/Title: |
Rehan Jaffer/Managing Member |
| REHAN JAFFER | ||
| By: | /s/ Rehan Jaffer | |
| Name/Title: |
Rehan Jaffer | |
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations
(See 18 U.S.C. 1001)
Exhibit Index
| Exhibit |
Description | |
| Exhibit 99.1 |
Joint Filing Agreement, dated as of February 12, 2021, by and among H Partners Management, LLC and Rehan Jaffer. | |