Sec Form 4 Filing - BAKER JOHN P @ HARLEY DAVIDSON INC - 2013-01-30

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
BAKER JOHN P
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)
GM, Corp Strat,Bus Dev & Susta
(Last) (First) (Middle)
HARLEY-DAVIDSON, INC., 3700 WEST JUNEAU AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
01/30/2013
(Street)
MILWAUKEE, WI53208
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 01/30/2013 M 3,048 A $ 12.3 3,048 D
Common Stock 01/30/2013 M 1,667 A $ 52.45 4,715 D
Common Stock 01/30/2013 M 897 A $ 51.46 5,612 D
Common Stock 01/30/2013 S 5,612 D $ 53.26 0 D
Common Stock (restricted stock) 7,519 ( 1 ) D
Common Stock 14,567.3863 I By 401(k)
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 ) $ 52.45 01/30/2013 M 1,667 02/10/2005( 3 ) 02/10/2014 Common Stock 1,667 $ 0 0 D
Stock Option (right to buy) ( 4 ) $ 12.3 01/30/2013 M 3,048 02/12/2010( 5 ) 02/12/2019 Common Stock 3,048 $ 0 2,054 D
Stock Option (right to buy) ( 4 ) $ 51.46 01/30/2013 M 897 02/14/2007( 3 ) 02/14/2016 Common Stock 897 $ 0 0 D
Stock Option (right to buy) ( 6 ) $ 45.32 02/06/2013( 7 ) 02/06/2022 Common Stock 3,978 3,978 D
Stock Option (right to buy) ( 6 ) $ 41.33 02/09/2012( 7 ) 02/09/2021 Common Stock 2,271 2,271 D
Stock Option (right to buy) ( 6 ) $ 22.63 02/10/2011( 7 ) 02/10/2020 Common Stock 4,002 4,002 D
Stock Option (right to buy) ( 4 ) $ 68.91 02/14/2008( 5 ) 02/14/2017 Common Stock 951 951 D
Stock Option (right to buy) ( 4 ) $ 61.2 02/15/2006( 3 ) 02/15/2015 Common Stock 1,102 1,102 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BAKER JOHN P
HARLEY-DAVIDSON, INC.
3700 WEST JUNEAU AVENUE
MILWAUKEE, WI53208
GM, Corp Strat,Bus Dev & Susta
Signatures
Paul J. Jones, as power of attorney 02/01/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The restricted stock granted 2/10/10, 2/9/11 and 2/6/12 was granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan and one-third of the s hares of restricted stock vest on each of the first three anniversaries of the date of grant and 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. 2004 Incentive Stock Plan.
( 5 )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.
( 6 )Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan
( 7 )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.

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