Core Points - Harley-Davidson shareholders have elected all of the company's Director nominees during the 2025 Annual Meeting of Shareholders [1] - The Board expressed gratitude to shareholders for their trust and support, emphasizing ongoing engagement and commitment to shareholder interests [1] - Preliminary voting results indicated that shareholders approved all other proposals submitted for a vote at the Annual Meeting [1] Company Overview - Harley-Davidson, Inc. is the parent company of Harley-Davidson Motor Company and Harley-Davidson Financial Services, aiming to lead the motorcycle industry through innovation and emotional connection [2] - The company has a controlling interest in LiveWire Group, Inc., the first publicly traded all-electric motorcycle company in the U.S., focusing on urban adventure and electric motorcycle branding [2]

Financial Data and Key Metrics Changes - The company did not achieve the originally set goals for 2024 but believes that the decisions made are strengthening its foundation for the future [17] - Retail sales of the Touring segment were up 18% in the first half of the year, with a full-year increase of more than 8% despite a 4% decline in overall retail sales in North America [18] Business Line Data and Key Metrics Changes - The Touring segment's retail sales growth contributed to Harley Davidson's market share reaching almost 75%, an increase of 3.5% since 2023 [18] - The company continues to invest in core motorcycle segments and plans to launch impactful new products annually, including a new Cruiser lineup and a new trike expected in 2026 [19] Market Data and Key Metrics Changes - LiveWire's global retail performance grew by 46% year over year, maintaining a 65% market share in the US for the fifty-plus horsepower on-road EV segment [20] Company Strategy and Development Direction - The company is focused on creating products beyond motorcycles, such as apparel and licensing, and is pursuing brand collaborations to connect with customers [21] - The company is evaluating an external investment into Harley Davidson Financial Services, with multiple interested parties involved [22] Management's Comments on Operating Environment and Future Outlook - The management highlighted that the headwinds facing the broader powersports and discretionary leisure industry are complicated, particularly in the EV segment [20] - The company is committed to innovation and exploring opportunities in segments with potential for market success and profitability [19] Other Important Information - The company confirmed that the HDFS transaction is progressing, with details expected during the second quarter earnings presentation [22] Q&A Session Summary Question: What is the company doing to improve sales and interest in the products being offered today and into the future? - The company is developing and innovating its product lineup and delivering experiences such as events to grow sales [25][26] Question: LiveWire was possibly premature. Why isn't it being shelved? - The company is evaluating all options for its investment in LiveWire and does not plan to provide additional investments beyond a line of credit agreement [28] Question: Will the results of the share voting be shared publicly? - The results will be shared publicly once official, with necessary SEC filings expected [30]

Core Viewpoint - Harley-Davidson is urging shareholders to vote "FOR ALL" of its director nominees on the WHITE proxy card ahead of the 2025 Annual Meeting of Shareholders scheduled for May 14, 2025, emphasizing the importance of shareholder participation in protecting their investment and the company's future [1][2][4]. Shareholder Engagement - The company stresses the urgency for shareholders to cast their votes by telephone or online, highlighting that every vote is crucial regardless of the number of shares owned [2][3]. - Harley-Davidson has communicated directly with shareholders, reinforcing the significance of their votes in shaping the company's direction and leadership [2][4]. Board of Directors and Leadership Transition - The company is at a pivotal moment in its 120+-year history, actively seeking a new CEO who can uphold its heritage and drive future growth [5]. - The Board of Directors is engaged in a rigorous process to identify a suitable leader, and the current campaign by H Partners is viewed as a distraction that could hinder this process [5][12]. Proxy Advisory Support - Institutional Shareholder Services (ISS), a leading independent proxy advisor, has recommended that shareholders vote "FOR ALL" of Harley-Davidson's director nominees, stating that H Partners has not made a compelling case for change [8][10]. - ISS has noted that the strategy implemented by the current leadership has positively impacted the company's performance, contrasting with its previous underperformance [10]. Opposition to H Partners - The company characterizes H Partners as an opportunistic hedge fund whose campaign is self-interested and detrimental to shareholder interests [11][13]. - H Partners' actions are seen as undermining the Board's efforts to attract the best CEO candidates, with ISS indicating that the campaign has likely delayed the CEO search process [12].

Core Insights - Harley-Davidson and MotoGP are launching a new global racing championship featuring Harley-Davidson bagger motorcycles, set to debut in 2026 [1][3] - The championship will consist of twelve races at six Grands Prix across Europe and North America, with two races per round [1][4] Company Overview - Harley-Davidson has a rich history of over 120 years in pioneering performance both on and off the road, and aims to expand its global racing ambitions through this new series [5] - The company is focused on innovation and maintaining its status as the most desirable motorcycle brand in the world, offering customizable motorcycles and a lifestyle experience [6] Technical Specifications - The racing motorcycles will weigh approximately 280 kilograms (617 pounds), produce over 200 horsepower, and generate 245 Nm (180 lb-ft) of torque, capable of reaching speeds over 300 kilometers per hour (186 mph) [4] - All bikes in the series will be identical to ensure close competition, with an expected grid of six to eight teams, each fielding two riders [4] Strategic Collaboration - The partnership between Harley-Davidson and MotoGP is seen as an opportunity to expand Harley-Davidson's global reach and bring a new audience to the sport [5] - The collaboration aims to deliver a unique spectacle for fans, enhancing the Grand Prix weekends where the series will compete [5]

Core Viewpoint - Harley-Davidson urges shareholders to vote "FOR ALL" of its director nominees, emphasizing the company's progress under the Hardwire strategic plan and strong governance, while criticizing the reports from Glass Lewis and Egan-Jones for failing to recognize these achievements [1][2]. Group 1: Company Performance and Strategy - Harley-Davidson has outperformed its peers during challenging macroeconomic conditions, achieving a total shareholder return (TSR) approximately 10 percentage points higher than the peer median since Jochen Zeitz became CEO [8][20]. - The company reported operating margins around 4 percentage points above the peer median from 2022 to 2024, and free cash flow as a percentage of EBITDA was 70%, more than double the peer median [8][21]. Group 2: Board Governance and Director Nominees - The Board of Directors emphasizes its strong oversight of the Hardwire strategic plan and the importance of retaining experienced independent directors during the CEO transition process [2][9]. - The Board believes that removing two independent directors would introduce significant risk and jeopardize shareholder value, as these directors possess critical institutional knowledge [2][9]. Group 3: Response to H Partners' Campaign - Harley-Davidson criticizes H Partners' campaign as lacking substantive alternatives and introducing unnecessary uncertainty at a crucial time for the company [4][2]. - The company asserts that H Partners had opportunities to address their concerns while having a representative on the Board but failed to do so, indicating that their campaign is misguided [2][9].

Financial Performance - Net income attributable to Harley-Davidson, Inc. was $133.1 million, or $1.07 per diluted share, in Q1 2025, down 43.3% from $234.9 million, or $1.72 per diluted share, in Q1 2024[133][149]. - HDMC segment operating income was $116.3 million in Q1 2025, a decrease of 51.2% from $238.4 million in Q1 2024, primarily due to a planned decrease in motorcycle shipments[134][150]. - Worldwide retail sales of new Harley-Davidson motorcycles declined 21.3% in Q1 2025 compared to Q1 2024, with North America down 24.0%[135]. - Revenue from motorcycle sales decreased by 29.3% to $863.9 million in Q1 2025, compared to $1.22 billion in Q1 2024[166]. - Retail unit sales of new Harley-Davidson motorcycles decreased by 21.3% year-over-year, totaling 31,010 units in Q1 2025 compared to 39,405 units in Q1 2024[156]. - U.S. retail sales declined by 25.3%, with 19,207 units sold in Q1 2025, down from 25,726 units in Q1 2024[156]. - Worldwide motorcycle shipments fell by 33.1% to 38,601 units in Q1 2025, down from 57,672 units in Q1 2024[165]. - LiveWire segment revenue decreased by 41.7% to $2.7 million in Q1 2025, down from $4.7 million in Q1 2024[170]. Operating Segments - The LiveWire segment reported an operating loss of $19.8 million in Q1 2025, an improvement from a loss of $29.2 million in the prior year quarter[134]. - HDFS segment operating income increased by 18.9% to $64.0 million in Q1 2025, driven by lower provision for credit losses and operating expenses[134][150]. - Operating income for the HDMC segment fell by 51.2% to $116.3 million in Q1 2025, down from $238.4 million in Q1 2024[166]. - Operating income increased by 18.9% to $64.0 million in Q1 2025, compared to $53.9 million in Q1 2024[174]. Inventory and Capital Expenditures - The Company expects a reduction of approximately 10% in year-end dealer inventory of new motorcycles in 2025 compared to the end of 2024[143]. - Retail inventory of new motorcycles decreased by approximately 19% year-over-year, totaling around 56,000 units at the end of Q1 2025[159]. - Capital investments for 2025 are now expected to be between $200 million and $225 million, down from previous expectations of $225 million to $250 million[146]. - Capital expenditures were $30.0 million in Q1 2025, down from $46.4 million in the same period last year[189]. Shareholder Returns - The Company plans to repurchase approximately $1 billion of shares from Q3 2024 through the end of 2026, including $350 million in discretionary repurchases in 2025[147]. - Share repurchases totaled $93.1 million in Q1 2025, compared to $107.8 million in Q1 2024[191]. Cash Flow and Debt - Cash flow from operating activities increased to $141.5 million in Q1 2025, up from $104.0 million in Q1 2024[186]. - The Company had $1.93 billion in cash and cash equivalents as of March 31, 2025[183]. - Total outstanding debt increased to $7.30 billion as of March 31, 2025, compared to $7.21 billion in the previous year[192]. Credit and Financing - Provision for credit losses decreased by $7.7 million to $53.3 million in Q1 2025, driven by lower actual credit losses[175]. - HDFS's retail credit losses have normalized to higher levels after a period of historically low levels, influenced by changing consumer credit behavior and macroeconomic conditions[218]. - The Company renewed its Canadian Conduit facility, increasing the total commitment by C$40 million to C$165 million, allowing for the purchase of eligible Canadian retail motorcycle finance receivables[198]. - The Company renewed its $1.50 billion U.S. Conduit Facility in November 2024, allowing for the transfer of U.S. retail motorcycle finance receivables to third-party banks[201]. Market Conditions and Risks - The Company is facing headwinds in the EV segment, with a belief that EV adoption will be slower than anticipated due to regulatory challenges and infrastructure issues[210]. - The Company is exposed to market risks from changes in foreign currency exchange rates, commodity prices, and interest rates, utilizing derivative financial instruments to mitigate these risks[220]. - The HDMC segment's operating results are significantly affected by fluctuations in the value of the U.S. dollar against foreign currencies, particularly the Euro and Australian dollar[221]. - HDFS's operating income is sensitive to interest rate changes, with the Company using interest rate caps to reduce fluctuations' impact[224]. Strategic Focus - The Company aims to manage costs and improve dealer capabilities to enhance retail sales of motorcycles and related products[217]. - The Company is focused on maintaining relationships with distributors and managing risks related to economic conditions and consumer demand[217]. - The Company plans to explore third-party investments in HDFS to align with its objectives without adversely affecting its business[219]. - The Company is committed to managing risks associated with climate change and related regulations[219].

Core Viewpoint - Institutional Shareholder Services Inc. (ISS) has recommended that shareholders vote "FOR ALL" of Harley-Davidson's director nominees, concluding that H Partners has not made a compelling case for change and that their campaign has likely hindered the ongoing CEO search process [1][2]. Group 1: Harley-Davidson's Strategy and Performance - The strategy introduced by CEO Jochen Zeitz has positively impacted Harley-Davidson's trajectory, reversing a decline that occurred prior to his leadership [4]. - Harley-Davidson has kept pace with its peers, a significant improvement compared to its prior underperformance before the Hardwire strategy was implemented [4]. - The board's actions in initiating the CEO search process were timely and appropriate, accommodating the dissident's preferences without dismissing them outright [4]. Group 2: Board and Governance - ISS acknowledges the strength of Harley-Davidson's board and governance structure, emphasizing the board's role in overseeing the execution of the Hardwire strategic plan [2]. - The board believes that H Partners' intentions are to undermine corporate governance practices by seeking to appoint unelected directors to influence the CEO search process [2]. - The criticisms against CEO Zeitz are considered overstated, with evidence suggesting his tenure has been more beneficial than detrimental [4]. Group 3: Shareholder Engagement - Harley-Davidson urges shareholders to protect their investment by voting "FOR ALL" of the company's nominees on the WHITE proxy card [5]. - The company has provided resources for shareholders needing assistance with the voting process, including a dedicated proxy solicitor [5].

Core Viewpoint - Harley-Davidson emphasizes the importance of its Board's skills and experience in selecting the next CEO and driving future growth, while criticizing H Partners' campaign as harmful and disingenuous, potentially jeopardizing shareholder value [1][3][4]. Group 1: Board and Management - The Board and management are dedicated to preserving Harley-Davidson's legacy and are actively transforming the business to enhance shareholder value [2]. - Each Director nominee possesses critical skills and institutional knowledge necessary for selecting a strong CEO, with experience in leadership, manufacturing, and successful business transformations [6][9]. - The current Board has a well-defined CEO search process and is committed to governance best practices, ensuring a smooth leadership transition [19][30]. Group 2: H Partners' Campaign - H Partners has been accused of launching a misleading campaign that undermines the Board's efforts and shareholder interests, particularly after their preferred CEO candidate did not gain majority support [4][19]. - The campaign is characterized as lacking constructive solutions and primarily aimed at gaining control over the Board rather than benefiting shareholders [15][19]. - H Partners previously supported the current CEO and Board decisions, raising questions about the motivations behind their recent actions [3][19]. Group 3: Company Performance - Despite facing one of the most challenging operating environments in its history, Harley-Davidson has outperformed its peers, with operating margins of 13% and free cash flow as a percentage of EBITDA at 70% [19][30]. - Recent product upgrades have led to a 12% increase in retail sales for certain models through the first nine months of 2023, indicating successful management execution [20].

Core Viewpoint - Investors are evaluating Harley-Davidson (HOG) and Tesla (TSLA) for potential value opportunities in the Automotive - Domestic sector, with HOG currently presenting a more favorable investment case than TSLA [1]. Valuation Metrics - HOG has a Zacks Rank of 2 (Buy), indicating a stronger earnings outlook compared to TSLA, which has a Zacks Rank of 5 (Strong Sell) [3]. - HOG's forward P/E ratio is 7.20, significantly lower than TSLA's forward P/E of 148.85, suggesting HOG is undervalued relative to TSLA [5]. - HOG's PEG ratio is 0.35, while TSLA's PEG ratio is 7.83, indicating HOG's expected earnings growth is more favorable [5]. - HOG has a P/B ratio of 0.90, contrasting with TSLA's P/B of 11.99, further supporting HOG's valuation attractiveness [6]. Value Grades - HOG has received a Value grade of A, while TSLA has been assigned a Value grade of F, reflecting HOG's superior valuation metrics and estimate revision activity [6][7].

Core Insights - Harley-Davidson, Inc. reported first-quarter 2025 adjusted earnings of $1.07 per share, exceeding the Zacks Consensus Estimate of 80 cents, but down from $1.72 per share in the same quarter last year [1] - Consolidated revenues for the quarter were $1.33 billion, a decline of 23% year-over-year [1] Segmental Highlights - Revenues from the Motorcycle and Related Products segment fell 27% year-over-year to $1.08 billion, missing the forecast of $1.17 billion due to lower motorcycle shipments [2] - Worldwide motorcycle shipments decreased by 33% to 38,600 units, below the estimate of 43,571 units [2] - Revenues from motorcycle sales were $864 million, down 29% year-over-year, with operating income plunging 51% to $116 million, falling short of the estimate of $165.2 million [2] Retail Performance - Harley-Davidson retailed 31,000 motorcycle units globally, a decline of 21% year-over-year, and below expectations of 38,000 units [3] - Retail motorcycle sales in North America decreased by 24% to 20,900 units, while sales in EMEA declined by 2%, and Asia Pacific and Latin America saw declines of 28% and 6%, respectively [3] Parts and Accessories - Revenues from parts and accessories fell 14% year-over-year to $143 million, missing the estimate of $162.2 million [4] - Revenues from apparel decreased by 11% year-over-year to $57 million, also falling short of the forecast of $63 million [4] Financial Services - Revenues for Harley-Davidson Financial Services totaled $245 million, a decline of 2% year-over-year, missing the forecast of $273 million [5] - Operating income increased by 19% to $64 million, surpassing the estimate of $51.4 million due to lower provisions for credit losses and reduced operating expenses [5] LiveWire Performance - Total shipments for LiveWire were 33 units, a decline of 72% from the previous year, with revenues down 42% to $3 million, missing the estimate of $6.5 million [6] - Operating loss narrowed from $29 million to $20 million, which was better than the projected loss of $29.7 million [6] Financial Position - As of March 31, 2025, Harley-Davidson had cash and cash equivalents of $1.93 billion, up from $1.59 billion at the end of 2024 [7] - Long-term debt increased to $4.96 billion from $4.46 billion as of December 31, 2024 [7] - The company withdrew its 2025 guidance amid macroeconomic uncertainties and tariff issues [7]