Milwaukee, WI – May 13, 2025 – Harley-Davidson, Inc. (NYSE: HOG), the iconic American motorcycle manufacturer, is preparing for a pivotal annual general meeting (AGM) tomorrow, May 14, 2025, where shareholders will vote in a high-stakes proxy battle led by activist investor H Partners Management LLC. Holding approximately 9.3% of Harley-Davidson’s outstanding shares, H Partners is pushing to remove three long-serving directors, alleging governance failures and strategic missteps by the current board.
H Partners, a New York-based hedge fund and one of Harley-Davidson’s largest shareholders, has accused the board of mismanagement and lack of transparency. In an open letter dated May 8, 2025, shared via X, the firm claimed the board made “secret, undisclosed commitments” to select shareholders to secure votes for its nominees, a move H Partners argues compromises fair governance. The fund is urging shareholders to vote “WITHHOLD” on the re-election of CEO and Chairman Jochen Zeitz, Presiding Director Thomas Linebarger, and director Sara Levinson, who have served 18, 17, and 29 years, respectively. H Partners contends that these directors have overseen declining sales and stock value, with shares plummeting in value over the past year.
Harley-Davidson has defended its board and its “Hardwire” strategic plan, which focuses on profitability, electric vehicle innovation, and global market expansion. In a May 12, 2025, letter to shareholders, the company highlighted endorsements from proxy advisory firm Institutional Shareholder Services (ISS), which recommended voting for its nominees. Harley-Davidson dismissed H Partners’ allegations as misleading, arguing that the activist’s campaign disrupts its ongoing CEO search and threatens shareholder value. The company noted that two other proxy advisors, Glass Lewis and Egan-Jones, supported H Partners’ “WITHHOLD” vote, indicating a split in expert opinion.
The proxy fight unfolds amid significant challenges for Harley-Davidson, including trying to increase its share of the U.S. heavyweight motorcycle market, supply chain issues, and potential 50% EU tariffs on its bike, which could impact its second-largest market. H Partners, which has held its stake for nearly five years, argues that fresh leadership is needed to address these issues and restore the brand’s cultural and financial strength.
Sentiment on social media reflects a divided shareholder base, with some supporting H Partners’ call for change and others backing Harley-Davidson’s legacy and leadership. The vote’s outcome could reshape the company’s board and strategy: a win for H Partners might accelerate a leadership shake-up, while a board victory would reinforce the current path, though activist pressure may persist.
With H Partners’ 9.3% stake amplifying its influence, tomorrow’s AGM will be a defining moment for Harley-Davidson as it navigates economic headwinds and seeks to stop the skid.
Previously on Dairyland Sentinel
