H Partners accuses Harley’s board of secret deals ahead of shareholder vote

One of Harley-Davidson’s largest shareholders, H Partners Management, is publicly accusing the company’s board of directors of making secret, undisclosed commitments to select investors in an apparent effort to secure votes for three incumbent directors ahead of the company’s Annual Meeting on May 14.

H Partners, which owns approximately 9.3% of Harley-Davidson shares, claims the board has told certain shareholders that CEO and Chairman Jochen Zeitz, along with directors Thomas Linebarger and Sara Levinson, plan to leave the board within a year, that an external CEO will be appointed, and that the board has dropped plans for Zeitz to transition to executive chair.

“These backroom deals represent a serious breach of governance and transparency,” H Partners said in a statement. “Shareholders deserve equal access to material information — not selective disclosures designed to sway votes.”

The investment firm, in which former Harley board member Jared Dourdeville is a partner, is urging shareholders to vote “WITHHOLD” on the BLUE proxy card to oppose Zeitz, Linebarger, and Levinson’s reelection. It cites years of mismanagement and over $9 billion in lost shareholder value under its oversight.

Two independent proxy advisory firms, Glass Lewis and Egan-Jones, along with the NPDA and many Harley dealers, have sided with H Partners. They recommended that shareholders vote to withhold support for the three directors.

For many Harley-Davidson dealers, the ongoing boardroom battle raises serious concerns about leadership stability and the brand’s future. H Partners argues that a refreshed board is essential to restoring growth, improving relationships with dealers, and successfully appointing a capable CEO from outside the company.

More information on the campaign is available at FreeTheEagle.com.