May 6th 2025.



 Harley-Davidson, Inc. sent a letter to shareholders yesterday in connection with the Company's 2025 Annual Meeting of Shareholders scheduled to be held on May 14, 2025.

The letter highlights:

- In the face of one of the most challenging operating environments in Harley-Davidson's 120+-year history, the Company has outperformed its peers.

- Each of Harley-Davidson's Director nominees is passionate about preserving Harley-Davidson's legacy and committed to supporting a successful leadership transition in line with governance best practices.

- We believe the Directors targeted by H Partners are critical in choosing the next CEO to lead the Company, as they collectively bring deep institutional knowledge of Harley-Davidson, leadership experience with iconic brands, extensive expertise in manufacturing and engineering and track records of successful business transformation.

After three years with their own representative on the Board – during which time H Partners fully supported the current CEO, endorsed the Hardwire strategic plan and voted in favor of all Directors standing for reelection – H Partners has launched what we view to be a misleading campaign that puts shareholder value and the Company's long-term strategy and thoughtful succession plan all at risk.

H Partners' recent U-turn is not about protecting shareholders' interests, it's about getting their own way – seeking to gain control of an American icon after their preferred CEO candidate did not receive even bare majority support.


The text of the Board's letter to shareholders follows:

To our shareholders,

For over a century at Harley-Davidson, we have built an iconic American brand and symbol of motorcycle culture and lifestyle. Our Board and management team are passionate about that legacy and are working tirelessly to protect and preserve it, and we are committed to setting the Company up for the next century. Our Board has taken action seeking to transform the business and drive value for shareholders.

H Partners has launched what is, in our view, a harmful and disingenuous campaign that puts the value of your investment at risk. H Partners had a representative in the boardroom for the past three years and had every opportunity to address issues that were important to them. They never did.1 H Partners voted in line with the rest of the Board, consistently supported CEO Jochen Zeitz, endorsed the Hardwire strategic plan and management's execution of it, voted in favor of all Directors standing for reelection this year and actively participated in the CEO search process.

H Partners' campaign is about getting their way, not about protecting your interests. They quit the Board after their preferred candidate did not receive majority support from the Board. This was due to the Board's assessment of the skills and qualities needed in the next CEO to uphold Harley-Davidson's rich heritage and drive value for all shareholders. Now, H Partners is resorting to a disruptive and misleading campaign in a blatant attempt to gain control over an American icon.

H PARTNERS HAS OFFERED NO NEW IDEAS AND DOES NOT HAVE YOUR BEST INTERESTS AT HEART. THEIR CAMPAIGN:

- Jeopardizes the strategic progress made to date

- Undermines the Board's ability to attract the best CEO and future Director candidates

- Offers no constructive solutions to benefit Harley-Davidson or shareholders

- Seeks to enable H Partners to remove one-third of the Board, mount a pressure campaign to cause the Board to add two unnamed and non-shareholder elected Directors and then have the "reconstituted Board" select the new CEO


TIME IS SHORT. PROTECT THE VALUE OF YOUR INVESTMENT BY VOTING THE WHITE PROXY CARD TODAY "FOR ALL" OF HARLEY-DAVIDSON'S HIGHLY QUALIFIED DIRECTORS.

We strongly encourage you to vote the white proxy card "FOR ALL" Director nominees. Please DISCARD any Blue proxy card you may receive from H Partners.

Harley-Davidson's Board Has the Critical Skills and Experience Needed to Choose Our Next CEO and Drive Future Growth

H Partners is targeting two independent Directors with years of institutional knowledge that we believe is critical in choosing the strongest CEO candidate to lead Harley-Davidson. They are also targeting our outgoing CEO — who they fully supported until they launched their campaign, and who is fully committed to continuing to guide the execution of the Company's strategy and supporting a successful leadership transition.


For further details visit www.voteharleydavidson.com