Harley-Davidson:Back to
the Bricks.
Down to
Breakeven.
What LiveWire costs the parent, and what the plan leaves out
- What they saidMay 2026, introducing the new plan: “Over the last several years, we leaned heavily into Touring and Electric.” Five pillars, six targets, $350 million of HDMC EBITDA in 2027.
- What it isAdd up the company’s own 2026 guidance and Harley-Davidson, Inc. lands between a $15 million loss and a $50 million profit. It made $779 million in 2023. Its electric subsidiary is guided to lose $70–80 million; its motor company to make $10–50 million.
- What decided itA finance company sold for cash, a five-year strategy that missed every quantified target, and a subsidiary that sits inside the income statement and outside the plan.
The plan is scored on the motor company. The income statement is not.
Hardwire release (2 Feb 2021) · Hardwire Stage II investor day (10 May 2022) · KKR/PIMCO partnership releases (30 Jul, 25 Aug 2025) · LVWR Form 10-K (FY2025), 10-Q (Q2 2026) · Ground Truth No. 01
- Part IThe arithmeticAdd up the guidance: about zero. The subsidiary’s loss exceeds the motor company’s profit.
- Part IIThe sale2025’s profit was the finance company, sold. $180M a year of earnings traded for $1.25B once.
- Part IIIThe subsidiary$422M consolidated. 0.6% of revenue, a third of the profit drag. Cash to May 2027; note due December.
- Part IVThe planFive pillars, six targets. The 2027 number is a 5% margin, below the year Hardwire was written to fix.
- Part VThe bet$1.6B of buybacks, and one motorcycle carrying the growth target: the 883.
- Part VIThe final wordLiveWire didn’t break Harley. It is what the new Harley can’t afford. The decision has a date.
The finding, and the trail that led to it
Ground Truth No. 01 read LiveWire’s filings. This one reads the parent’s, and asks what the electric bet cost, what the new plan promises, and what Harley-Davidson looks like if the plan works.
Start with the sentence the new CEO used to bury the old strategy. Artie Starrs, 5 May 2026, introducing Back to the Bricks: “Over the last several years, we leaned heavily into Touring and Electric. Going forward, we are shifting to a more rider-centric portfolio.” Fourteen words. That is the parent company’s verdict on Hardwire, on LiveWire and on five years of product decisions, delivered on an earnings call and never expanded on.
Then add up the guidance the same company published eleven weeks later. HDMC, the motor company: $10–50 million of operating income. HDFS, the finance company: $55–70 million. LiveWire: a $70–80 million loss. Segment operating income sums to the consolidated line in Harley-Davidson’s reporting. 2025 proves it: $(28.7)M + $490.4M + $(75.0)M = $386.6M, to the decimal. So the sum is the company’s own forecast: Harley-Davidson, Inc. is guided to somewhere between a $15 million loss and a $50 million profit for 2026. Three years ago the number was $779 million.
That is the finding. Inside it sits the sentence this brief is built on: the electric subsidiary is guided to lose more than the motor company is guided to make. At every point in both ranges.
- Open the FY2025 10-K segment note and the motor company lost $28.7M in 2025, the first HDMC operating loss outside the pandemic year in the modern history of the company. The whole consolidated profit came from HDFS, and HDFS’s profit came from selling its loan book.
- Ask what that sale did to earnings power and HDFS goes from a $248M run rate to a $55–70M guide. The company’s steadiest earner was converted to cash, once.
- Read LiveWire as H-D reports it and the consolidated losses run to $422M since 2022: a fifth of the 2025 profit drag, a third of the trailing one, from 0.6% of revenue.
- Read Back to the Bricks and there is no LiveWire target, no electric anything, and a 2027 EBITDA number that translates to roughly a 5% operating margin, below where HDMC stood in 2019, the year Hardwire was written to fix.
- Read Hardwire next to it: every quantified target missed. 15% margin promised for 2025; (0.8%) delivered.
None of that is a secret. All of it is in the filings, and almost none of it is in the coverage, which has been about Sportsters and dealer sentiment. Those matter; Part V is about them. But the arithmetic comes first.
The trail, in five documents
The order I read them in. Each one sent me to the next.
- The guidance. Raised across the board, and still adds to roughly zero. Nobody added it up on the call.
- Where the profit came from. HDMC $(28.7)M. LiveWire $(75.0)M. HDFS $490.4M. One of these three is not like the others, and it is the one that was sold.
- The sale. $5B+ of receivables, 9.8% of HDFS, two-thirds of future originations forward-sold. “Unlocks ~$1.25 billion.” Announced three months before the CEO who did it left.
- The plan. Five pillars, one dated target, five medium-term ranges. LiveWire appears only in the forward-looking factors. The word “electric” does not appear.
- The benchmark. “HDMC Operating Margin: 15% by 2025.” “+5% to +7% CAGR.” The plan the new plan replaces, in its own words.
The paperwork, on one screen
Four documents. Read the cards and you can skip the rest; every section below is the arithmetic they imply.
- Why Harley-Davidson. No. 01 followed the subsidiary’s money. It leads here: to the only company in American motorcycling whose filings carry the whole industry’s weight, in the first year of a new CEO and a new plan.
- Who this is for. Dealers weighing the next allocation. Suppliers sizing the York ramp. Investors deciding whether “transition year” is a floor. Anyone at LiveWire wondering what the parent’s numbers say about their runway.
- What I did. Read H-D’s FY2025 10-K and Q2 2026 10-Q line by line, the last five years of results releases and calls, the two strategy documents, the KKR/PIMCO releases, and the governance filings from the 2025 fight. Every figure links to its source. Twelve open items are listed in §16, not hidden.
- Who I am. Ex-Harley-Davidson product manager: Touring, CVO, Trike. Ex-Honda. Independent now. §16 has the rest, and the disclosure.
The arithmetic
The company’s own 2026 guidance, added up, and the five-year line it sits at the bottom of.
Three ranges that add up to about nothing
All three numbers come from the same release, the same day, the same table. No outside denominator, nothing to argue about. I add them; the company does not.
The motor company. Raised on 23 July from a range of $(40)M to $10M.
The subsidiary. Unchanged since February. 0.6% of revenue.
| 2026 guidance, 23 Jul 2026 | Low | High |
|---|---|---|
| HDMC operating income | $10M | $50M |
| HDFS operating income | $55M | $70M |
| LiveWire operating loss | $(80)M | $(70)M |
| Implied consolidated operating income | $(15)M | $50M |
| For reference: consolidated operating income, 2023 | $779.1M |
DocumentedH1 2026 consolidated operating income was $99.5M, so the full-year guidance implies a second-half loss. Q4 is seasonally the weak quarter: HDMC lost $260M in Q4 2025 on a gross margin of (8.0%). Management has also beaten its own ranges twice this year. The guidance may be conservative. It is still the number they chose to publish.
Calculated“Segment operating income sums to the consolidated line” is checked against 2025 to the decimal, and against 2024 ($277.8M + $248.4M − $109.6M = $416.6M). No corporate eliminations sit between the segments and the total.
The subsidiary is guided to lose more than the motor company is guided to make.
Half the motorcycles, three-quarters of the dealers
The company Back to the Bricks inherits, against the company Hardwire inherited, against the company of a decade ago.
| 2014 | 2019 | 2023 | 2024 | 2025 | 2019→25 | |
|---|---|---|---|---|---|---|
| Consolidated revenue | ~$6.23B | $5,361M | $5,836M | $5,187M | $4,473M | −17% |
| Worldwide retail (units) | 267,999 | 218,273 | 162,771 | 151,229 | 132,535 | −39% |
| U.S. retail | 171,079 | 125,960 | 98,468 | 94,930 | 82,698 | −34% |
| Motorcycle shipments | 270,726 | 213,939 | 179,984 | 148,862 | 124,477 | −42% |
| HDMC operating margin | 18.0% | 6.3% | 13.6% | 6.7% | (0.8%) | −7.1 pts |
| U.S. 601cc+ share (MIC) | n/a | n/a | 37.9% | 37.3% | 34.5% | n/a |
| Dealerships worldwide | n/a | 1,569 | n/a | 1,224 | 1,174 | −25% |
| U.S. dealerships | n/a | 698 | n/a | 570 | 554 | −21% |
| Diluted EPS | $3.88 | $2.68 | $4.87 | $3.44 | $2.78 | +4% |
Revenue fell less than volume because price rose and because HDFS is in the consolidated line. EPS held up because of the buyback and because of what HDFS did in 2025. Those are Parts II and V. Strip those out and the motor company’s trajectory is the unit line: a business that sells half the motorcycles it sold eleven years ago, through a quarter fewer stores, and in 2025 did it at a loss.
The sale
Where the 2025 profit came from, and what it cost to get it.
Two segments lost money. The third was sold.
Consolidated operating income of $386.6M looks like a profitable company. The segment note says which company.
What HDFS sold, in the company’s own description: “a back book sale, sale of approximately $6 billion of existing HDFS loan receivables, forward flow agreements, the sale of future HDFS loan originations, and the sale of equity interest, sale of a 9.8% common equity interest in HDFS to KKR and PIMCO.” The receivables went at a premium to par. The equity went at an agreed $1.8B valuation, 4.9% to each partner. The forward-flow agreement commits HDFS to sell roughly two-thirds of its future retail originations for five years.
The accounting follows: the provision for credit losses swung from a $247M expense in 2024 to a $191M credit in 2025 as reserves on the sold loans were released. The HDFS allowance fell from $399M at mid-year to $2.2M at year-end. HDFS paid a $1.0 billion dividend up to the parent in Q4. Total debt fell from $6.96B to $2.97B as the securitization debt left with the receivables. Cash rose to $3.09 billion.
Harley-Davidson’s finance arm used to lend riders the money to buy the bikes, hold the loans, and earn the interest for years. It sold most of those loans, and most of the future ones, for cash now. The balance sheet got much cleaner. The income statement lost its steadiest line.
$180 million a year, exchanged for $1.25 billion, once
Whether the KKR/PIMCO deal was good depends on what the cash does. Here is what was given up.
| What H-D got | What H-D gave |
|---|---|
| ~$1.25B of “discretionary cash” (management’s figure), of which $450M to debt reduction and ~$500M earmarked for shareholders | ~$180M a year of operating income at the 2024 run rate, rebuilding to perhaps half that by 2029 |
| $1.0B dividend from HDFS to the parent in Q4 2025 | 9.8% of HDFS, with a right to buy back up to a third a year |
| Balance sheet: total debt $6.96B → $2.97B; cash $1.59B → $3.09B | Two-thirds of future originations, forward-sold for five years |
| A capital-light HDFS with, management says, “significantly higher ROE” | The CECL reserve release ($191M) that made 2025 look normal |
CalculatedAt the 2024 run rate the foregone earnings are roughly $180M a year. $1.25B of cash buys back about seven years of them, before the 2029 rebuild is counted. That is not a bad trade if the cash is deployed into something that earns more than HDFS did. So far it has gone into a $200M accelerated repurchase (November 2025) at an average of about $26.50, and a balance sheet that now holds $1.9B of cash against a business guided to breakeven.
DocumentedThe trade is already visible in cash. H1 2026 operating cash flow was $(59)M against $509M a year earlier; free cash flow $(104)M against $444M, a $548M swing the Q2 deck attributes “in part, due to 67% reduction in HDFS operating income after sale of retail finance receivables in 2H ’25” and to forward-flow timing. The managed retail book is $6.1B: $1.6B owned, $4.5B off balance sheet with KKR and PIMCO. HDMC alone is net cash $933M; HDFS is net debt $(1,848)M; Harley-Davidson, Inc. is net debt $(862)M.
Industry contextThe other thing HDFS did was floor the dealers and finance the riders in downturns when banks would not. A forward-flow partner has a contract; a captive had a reason. Whether KKR and PIMCO buy the two-thirds in 2028 at the same terms they bought it in 2025 is a question the filings cannot answer.
The subsidiary
What LiveWire costs the parent, in the parent’s own numbers, and the date on which that stops being a line item and becomes a decision.
Nought point six percent of revenue. A third of the drag.
H-D consolidates LiveWire and reports it as a segment. Every dollar LiveWire loses appears in Harley-Davidson’s operating income; only the ~11% belonging to LiveWire’s public minority comes back out, below the line.
| LiveWire segment (H-D basis) | Operating loss | As % of H-D consolidated operating income |
|---|---|---|
| 2023 | $(116.8)M | 15.0% |
| 2024 | $(109.6)M | 26.3% |
| 2025 | $(75.0)M | 19.4% |
| TTM to 30 Jun 2026 | $(72.1)M | 33.8% |
CalculatedCumulative LiveWire operating losses consolidated into Harley-Davidson: $337.0M from January 2023 through June 2026, and $422.3M including 2022 (the spin closed 27 September 2022; the stand-alone post-spin Q4 2022 figure is open item 3 in §16). Against the December 2021 plan of 100,000 units and $1.8B of revenue by 2026, LiveWire delivered 923 units and $31.3M trailing. Ground Truth No. 01 has that story in full.
DocumentedFor scale, in 2025 LiveWire was 0.6% of Harley-Davidson’s revenue ($25.7M of $4,473M), 2.7% of its headcount (about 150 of about 5,500), and 19% of the drag on its operating income. In 2026 it is guided to be the difference between a profit and a loss.
From equity backstop to senior secured creditor
H-D’s remaining direct exposure to LiveWire is one instrument. What changed in it says what the parent intends.
InferredRead the two together and the parent moved from prospective equity holder to senior secured creditor of its own subsidiary, twelve months before it published a strategy with no subsidiary in it. On the Q4 2025 call Starrs said: “LiveWire is now working diligently to attract its own sources of capital to continue to finance its operations and future plans.” The FY2025 10-K risk factors name “the ability of LiveWire to obtain sufficient funding from sources other than the Company.”
UnverifiedGround Truth No. 01 quoted the FY2025 10-K as stating H-D “does not plan to make additional investments in LiveWire beyond the amount outstanding under the Term Loan.” This revision could not re-locate the sentence in the fetched text of the filing (the MD&A liquidity section was truncated in retrieval). It is carried here as unverified until the page and paragraph are confirmed (open item 1, §16). The Q4 call language above is the verified equivalent.
Cash to May 2027. A note due in December. A plan scored on 2027.
LiveWire’s own 10-Q supplies the runway. H-D’s filings supply the constraint. The calendar supplies the collision.
From $82.8M at year-end. Burn $29.9M in six months. At that rate: about ten and a half months.
And compounding at SOFR + 4%. Roughly $85M at maturity. Secured on substantially everything.
CalculatedStraight-line the H1 2026 burn and LiveWire’s cash reaches zero around May 2027. The note is due seven months later. Back to the Bricks’ only dated target, $350M of HDMC EBITDA, is for 2027. Harley-Davidson will make its LiveWire decision in the same year it has promised to prove the new strategy works, and it has not said what the decision is.
The options, as they stand on the filings
This is an enumeration, not a prediction. H-D has stated no intention to fund, acquire, divest or wind down LiveWire, and none is asserted here.
| Option | What it costs H-D | What it does to H-D’s P&L |
|---|---|---|
| Fund LiveWire again | Reverses the stated position; cash | Nothing; the losses are already consolidated |
| Buy out the minority (~23.3M public shares) | ~$28M at $1.20. The 4 Aug 2026 severance amendment already carves an H-D acquisition out of “change in control” | Nothing; already consolidated. Removes public-company cost and the NCI line |
| Let LiveWire raise from third parties | Dilution below ~89%. At $1.20 a $60M raise is ~50M shares, taking H-D to ~70%. New money sits behind H-D’s lien | Still consolidated above 50% |
| Let it fail / foreclose | Write-down of the $75M note against the collateral; wind-down costs; the contracts in No. 01 unwind | Losses stop. Deconsolidation gain or loss |
| Sell or merge it | Depends on the buyer. H-D keeps the manufacturing and services agreements either way | Deconsolidation |
CalculatedNote what every row shares. Because LiveWire is already consolidated, no ownership change short of deconsolidation improves Harley-Davidson’s reported operating income. The $70–80M a year comes out of H-D’s numbers only when LiveWire stops losing it or stops being H-D’s. Buying the minority for $28M would be the cheapest corporate action in the company’s recent history and would change the operating line by exactly nothing.
The plan
What Back to the Bricks actually commits to, and what the plan it replaces committed to.
Five pillars, six targets, and what is not in it
The release is short. I quote the pillars in full because the paraphrases in circulation are more ambitious than the document.
| Target | Stated | Against the record |
|---|---|---|
| HDMC EBITDA | > $350M in 2027, the only dated number | CalculatedThe Q2 2026 deck’s reconciliation gives HDMC D&A of $40M for the quarter and $81M for the half, about $160M a year (restructuring adjustments of $3M / $17M are separate). $350M of EBITDA implies roughly $190M of operating income, about a 5% margin on 2025 revenue. HDMC made $290M in 2019 and $661M in 2023. |
| Retail unit growth | Mid-single-digit CAGR, “medium term” (Starrs: three to five years) | ~5% on 132,535 is about 6,600 motorcycles a year. The 2019–2025 CAGR was −8%. Retail has fallen every year since 2021. |
| HDMC gross margin | 25–30% | 2025: 24.2%. 2024: 28.0%. 2023: 32.3%. This is a return to 2024. |
| HDMC opex | < 20% of sales | 2025: 25.0% ($895M / $3,578M). Needs the $150M cost take-out and revenue growth. |
| HDMC EBITDA margin | 10–12% | Hardwire Stage II targeted 15% operating margin by 2025. Delivered: (0.8%). |
| P&A and Apparel/Licensing | Mid-single-digit CAGR | P&A revenue: $652M (2024) → $614M (2025). Some 30% of eliminated SKUs being reinstated. |
| Fixed cost | “at least $150 million… impacting 2027 and beyond versus 2025 levels” | “Not including LiveWire.” Restructuring expense so far: $17M for H1 2026 per the Q2 deck. A March 2026 reduction in force, size undisclosed. |
No revenue target in dollars. No EPS target. No free-cash-flow number. No HDFS target beyond the separately stated 2029 range. No volume for Sportster or Sprint. No capital-return commitment. Starrs, February 2026: “we expect to be measured in our approach to share repurchases.” No LiveWire target. The word “electric” does not appear. LiveWire is in the forward-looking factors only: “the demand for and consumer willingness to adopt two- and three-wheeled electric vehicles,” and the ability to “realize the desired business benefits from LiveWire operating as a separate public company.”
The 2027 target is below where the company stood the year before the strategy it replaces was written.
Every quantified target missed, most by the full amount
Back to the Bricks replaces Hardwire (announced 2 February 2021; Stage II targets set 10 May 2022). The company set this benchmark for itself. I use it as written.
| Hardwire commitment | Target | Delivered, FY2025 |
|---|---|---|
| HDMC revenue growth | “+5% to +7% CAGR 2021–2025” → ~$5.5–5.9B | $3,578M, down 21% from 2021 |
| HDMC operating margin | “15% by 2025” | (0.8%) |
| Diluted EPS | “low double-digit growth” | $4.19 (2021) → $2.78 |
| HDFS operating income | “double-digit growth” (2021); +3–5% CAGR (2022) | $490M via a one-time sale; 2026 guided $55–70M |
| Cost productivity | “$400 million… for HDMC by 2025” | New plan requires a further $150M |
| Profit focus | “Touring, large Cruiser and Trike” | Touring inventory overhang; Q4 2025 HDMC gross margin (8.0%); U.S. share 37.9% → 34.5% |
| Selective expansion | Pan America; “profitable middleweight offerings” | Rev Max moved to Thailand (Aug 2024), now moving back to York (Jun 2026); Sportster discontinued, now returning |
| “Lead in Electric” | “Electric motorcycles are important to Harley-Davidson’s future”; separate division; 100,000 LiveWire units a year from 2026 | 923 units TTM. $422M of consolidated losses. “We leaned heavily into… Electric.” |
DocumentedThe one structural Hardwire commitment that was executed, separating LiveWire into a public company, is the one that produced the $422M. The shareholder record of the rest is the 2025 annual meeting: over 48% of votes cast were withheld from Zeitz, and over 40% from the presiding director and one other, on H Partners’ campaign. The board committed that all three would leave before the 2026 meeting; all three did. Starrs was appointed 4 August 2025 from Topgolf, before that Pizza Hut. At the 2026 meeting the withhold vote against him was 1.5%. (Open item 9: the 2025 tallies are from press reports of preliminary results; pull the Item 5.07 8-K.)
The bet
What the capital did, and the one motorcycle the growth target is riding on.
$1.6 billion of buybacks, and the stock where it started
The share count fell 25%. The price did not follow. What the company paid, against what the shares are worth.
| Year | Repurchased | Shares | Average price |
|---|---|---|---|
| 2022 | $324M | 8.4M | $38.6 |
| 2023 | $350M | 10.2M | $34.3 |
| 2024 | $450M | 12.5M | $36.0 |
| 2025 | $347M | 13.1M | $26.5 |
| H1 2026 | $158M | 7.9M | $20.0 |
| Total | $1,629M | 52.1M | $31.3 |
DocumentedDiluted shares: 145.1M (2023) → 108.6M (Q2 2026). Market capitalisation about $2.9B, for a company that made $779M of operating income three years ago and holds $1.9B of cash today. HOG was $30.47 the day Zeitz took the job in February 2020. It is $28.30. Six and a half years, $1.6B of buybacks, a $1.25B balance-sheet transaction and a new CEO, and the shares are where they started. Consensus target as of 4 September: $27, rated Hold.
One motorcycle carries the growth target
Two bikes and a return. Here is why the second one matters more than everything else in the announced lineup combined.
Industry contextNothing else in the announced lineup has that kind of volume in it. Twenty “new models and trims” over three years, per the strategy slides, are mostly Touring and Softail variants and price-point trims: Street Bob $14,999, Low Rider S $18,999, Road Glide Solo $25,999. Those defend share; they do not add 6,600 units a year. The Sportster does, if it works.
DocumentedAnd the risk was stated on the call by Raymond James: “there’s a reason why Sportster was discontinued, right? It was hard to make money.” Starrs: “We have the cost at a place that we’re extremely comfortable against the expected MSRP.” Used values, per Starrs, are “at or above original MSRP”; that is a real demand signal. So the plan’s growth is, in practice, a bet that a motorcycle discontinued because it could not make money can come back at a price where it does, into a market a third smaller than when it left, through a dealer network 21% smaller. Not an unreasonable bet. But one bet, and the plan does not have a second.
DocumentedEurope is where it is most needed. EMEA retail fell 11% in 2025 and 9% in Q2 2026; share moved “from 4% to 3%.” Starrs: “We are not satisfied with our performance there.”
Take every target at face value
Assume Back to the Bricks lands exactly as written and on time. This is the company it describes.
| 2027, plan delivered | |
|---|---|
| Worldwide retail | ~143,000 (2026 guidance midpoint plus 5%): 66% of 2019, 53% of 2014 |
| HDMC revenue | ~$3.8B (flat pricing; Sportster/Sprint mix dilutes ASP) |
| HDMC EBITDA / operating income | $350M+ / ~$190M: ~5% margin, below 2019’s 6.3% |
| HDFS operating income | ~$80–100M on the path to $125–150M by 2029: a third of 2024 |
| LiveWire | Unaddressed. Loss guided $70–80M for 2026; cash exhausted mid-2027; $85M owed to the parent in December |
| Consolidated operating income | ~$210M if LiveWire is still losing $70M; ~$280M if it is gone |
| Dealers | ~1,150, “twice as profitable as 2025” |
| Share count | ~100M at a “measured” pace |
Even in the success case, Harley-Davidson in 2027 is a company earning about a quarter of what it earned in 2023, selling about two-thirds of the motorcycles it sold in 2019, through three-quarters of the dealers, with its finance company deliberately shrunk and its electric subsidiary either wound up or still consuming a third of the profit. That is the plan, working.
The plan not working looks like 2025 again: a Touring overhang, promotional spend, a negative gross margin in the fourth quarter, and a consolidated profit that depends on a non-recurring event. Except that the non-recurring event has already been used.
The final word
Three things that are true at once, and the question the plan leaves open.
Which brick is LiveWire under?
Sections 01–12 are sourced. This one is judgment, and says so.
Back to the Bricks has five pillars, six targets and a two-year clock.
The plan is a reasonable one. Stabilise the motor company, fix the dealers, bring back the bike people actually ask for, take $150M of cost out, and get to a 5% margin by 2027. After 2025, that is not timid; it is honest. But it is scored on HDMC, and Harley-Davidson, Inc. is not HDMC. It is HDMC plus a finance company that has been sold forward, minus a subsidiary that is guided to lose more than the motor company is guided to make, with a note coming due in the plan’s own target year.
No. 01 asked: congrats on what. This one asks something simpler. Which brick is LiveWire under, and who is going to lift it?
Every document, linked
Each row opens the filing or release. Where a row is a transcript or trade report rather than a filing, it is labelled, and the brief uses it only for quotations and for the three product facts flagged as open items.
| Document | Filed | What it supports | Link |
|---|---|---|---|
| Form 10-K, FY2025 Harley-Davidson, Inc. |
26 Feb 2026 | Segment note (HDMC/LiveWire/HDFS); MIC share; dealer counts; debt; repurchases; LiveWire risk factors; HDFS transaction accounting | Open → 0000793952-26-000011 |
| Form 10-Q, Q2 2026 Harley-Davidson, Inc. |
5 Aug 2026 | Q2 and H1 segment results; cash; debt; repurchases; noncontrolling interest | Open → 0000793952-26-000061 |
| Form 8-K: Q2 2026 results Harley-Davidson, Inc. |
23 Jul 2026 | Ex. 99.1. Raised 2026 guidance: HDMC $10–50M, HDFS $55–70M, LiveWire $(70–80)M; retail; dealer inventory | Open → 0000793952-26-000058 |
| Form 8-K: Q1 2026 results Harley-Davidson, Inc. |
5 May 2026 | Ex. 99.1. Q1 results; original 2026 guidance reaffirmed; Back to the Bricks introduced | Open → 0000793952-26-000029 |
| “Back to the Bricks” release Harley-Davidson, Inc. |
5 May 2026 | Five pillars verbatim; $350M 2027 HDMC EBITDA; medium-term targets; forward-looking factors naming LiveWire and Sportster | Open → Investor site |
| Q4/FY2025 results and 2026 outlook Harley-Davidson, Inc. |
10 Feb 2026 | FY2025 results; original 2026 guidance; HDFS “record-high earnings, driven by the HDFS transaction”; $1B HDFS dividend | Open → Investor site |
| Q4 2025 earnings call Harley-Davidson, Inc. |
10 Feb 2026 | Starrs on LiveWire “working diligently to attract its own sources of capital”; Root on tariffs ($67M 2025) and the HDFS sale | Open → Transcript |
| Q1 2026 earnings call Harley-Davidson, Inc. |
5 May 2026 | “Leaned heavily into Touring and Electric”; Sportster 883 and the 35,000–40,000 figure; Raymond James on Sportster economics; $150M cost target | Open → Transcript |
| Q2 2026 earnings call Harley-Davidson, Inc. |
23 Jul 2026 | Raised guidance; “dealer profitability to double in 2026”; Sprint end-2026, Sportster 883 in 2027; EMEA share; LiveWire operational update | Open → Transcript |
| KKR / PIMCO strategic partnership Harley-Davidson, Inc. |
30 Jul 2025 | Deal structure: $5B+ receivables, 9.8% of HDFS, forward flow; “~$1.25 billion discretionary cash”; $450M debt, ~$500M to shareholders | Open → Investor site |
| KKR / PIMCO: residual interests sale Harley-Davidson, Inc. |
25 Aug 2025 | Step one completed; ~$2B VIEs and $1.8B of debt removed; >$230M proceeds; $1.8B HDFS valuation | Open → Investor site |
| Hardwire strategic plan Harley-Davidson, Inc. |
2 Feb 2021 | Six priorities including “Lead in Electric”; 2021–25 targets: MSD revenue growth, margin improvement, low-double-digit EPS growth | Open → Investor site |
| Hardwire Stage II: investor day Harley-Davidson, Inc. |
10 May 2022 | “HDMC Operating Margin: 15% by 2025”; +5–7% revenue CAGR; $400M cost productivity | Open → Investor site |
| Form 8-K: CEO appointment Harley-Davidson, Inc. |
4 Aug 2025 | Starrs appointed effective 1 Oct 2025; compensation terms; Zeitz transition | Open → 0000793952-25-000166 |
| Form 8-K Ex. 17.1 / 17.2: Dourdeville letters Harley-Davidson, Inc. |
Apr 2025 | Director resignation; TSR under current leadership; call for Zeitz, Linebarger and Levinson to resign | Open → 0000793952-25-000085 |
| H Partners: withhold campaign and result H Partners Management |
16 Apr / 14 May 2025 | Campaign against three directors; “nearly 50% of overall shares voted withhold”; board commitments | Open → Business Wire |
| Form 8-K: 2026 annual meeting Harley-Davidson, Inc. |
21 May 2026 | Certified director votes; Starrs 70.0M for / 1.1M withheld | Open → Item 5.07 |
| Form 10-K, FY2019 Harley-Davidson, Inc. |
Feb 2020 | 2019 dealer counts (698 U.S.; 1,569 worldwide); headcount | Open → 0000793952-20-000008 |
| Results releases FY2014, FY2019–FY2023 Harley-Davidson, Inc. |
2015–2024 | Trend table: retail, shipments, Motorcycles segment operating income, revenue | Open → EDGAR 8-K index |
| Form 10-K, FY2025 LiveWire Group, Inc. |
Feb 2026 | Term loan terms (A&R Nov 2025; drawn 15 Dec 2025; due 15 Dec 2027; SOFR + 4%; secured); shares outstanding; cash | Open → 0001898795-26-000028 |
| Form 10-Q, Q2 2026 LiveWire Group, Inc. |
5 Aug 2026 | Cash $52.9M; H1 burn; going-concern-adjacent language; Item 5 severance amendment carving out an H-D acquisition | Open → 0001898795-26-000085 |
| Form 8-K Ex. 10.1: Convertible Delayed Draw Term Loan LiveWire Group, Inc. |
14 Feb 2024 | Original $100M convertible instrument, for comparison with the Nov 2025 restatement | Open → 0001898795-24-000037 |
| Rev Max production returns to York Harley-Davidson, Inc. |
10 Jun 2026 | Pan America, Sportster S, Nightster production from Thailand to York/Menomonee Falls; “over 100,000 motorcycles at York in 2027” | Open → Company statement via trade press |
| Reuters: Back to the Bricks Reuters |
5 May 2026 | Starrs: Sprint “approximately $6,000” | Open → Secondary |
| Motorcycle.com: Sprint pricing; Sportster 883; plan slides Motorcycle.com |
5–7 May 2026 | Sub-$6,000 language dropped; ~$10,000 883; 20 models/trims; price-point trims | Open → Secondary |
| Ground Truth No. 01 Contact Patch Advisory |
Sep 2026 | LiveWire operating detail, contracts, the loan, the 2021 plan of record | Open → This site |
Who wrote this, and how
Left: the Low Rider on the freeway. Middle: leading a group through the canyons. Right: the day job on weekends.
I hold no position in LiveWire Group, Harley-Davidson, or any company named here: long, short, or derivative. I have no engagement, adverse or friendly, with any of them.
Where a conclusion rests on my time in the industry rather than a document, I say so. Where an earlier version of this was wrong, the fix is in the log at §16, not made quietly. If something here is wrong, tell me.
Primary documents first. Figures come from filed financial statements or are computed from them, and the computation is shown.
Derived figures are labelled. The guidance sum, LiveWire’s share of the drag, the EBITDA-to-operating-income translation, the buyback averages and the 2027 picture are arithmetic on filed numbers, identified in the captions.
Fact and opinion are separated. Sections 01–12 are sourced. Section 13 is judgment, and says so. Where an interpretation rests on my time in the industry, it carries the Industry context tag.
Major findings carry one of five tags, so a reader can see what kind of claim is being made and how to attack it.
What is not yet nailed down
Rev. 2 is a working draft. These ten items are flagged in the text where they bite and will be closed or corrected here, dated, before the brief is called final. Two closed on reading the Q2 2026 deck; the corrections are logged below.
| Open item | What is needed |
|---|---|
| 1. “Does not plan to make additional investments in LiveWire” | No. 01 quotes this from H-D’s FY2025 10-K. This pass could not re-locate it in the fetched text (MD&A/liquidity truncated). Confirm page and section; until then it is tagged Unverified in §06. |
| 2. Post-spin Q4 2022 LiveWire loss | Needed to state the “since spin” cumulative precisely instead of bracketing $337M–$422M. |
| 3. H-D ownership of LiveWire | ~88.6% is computed from share counts (181M of 204.3M); neither 10-K prints it. Confirm from the most recent LiveWire proxy. |
| 4. Sprint platform, plant and price | Hero X440 derivation and India build are trade reporting; the $6,000 vs “under $10,000” conflict is unresolved. Check the August 2026 dealer-meeting materials and the Q3 call. |
| 5. Sportster 883 price and plant | ~$10,000 and York are trade reporting only. The 883 designation itself is Starrs’s, on the record. |
| 6. HDMC vs HDFS debt split | Inferred by instrument at 12/31/25; read the consolidating balance sheet (10-K R131). |
| 7. 2025 annual meeting certified votes | “Over 48% withheld” is from press reports of preliminary results; pull the Item 5.07 8-K. |
| 8. Back to the Bricks “phases” | One summary described reset/growth/acceleration phases; the release does not contain that language. Not cited here; do not add unless found in the deck. |
| 9. Buyback average prices | Computed from annual $ and share totals; ASR settlement timing may shift the 2025/2026 split slightly. |
| 10. Rider demographics | No 2025/2026 company-disclosed median age located; the last is “45 years old” for 2023. Omitted. |
Corrections log
| What was claimed | What the document said |
|---|---|
| 8 Sep 2026 · Rev. 2 $350M of HDMC EBITDA translated to ~$180M of operating income using inferred “D&A and adjustments” of ~$43M a quarter. | The Q2 2026 deck gives HDMC D&A directly: $40M for Q2, $81M for H1, ~$160M a year. Restated to ~$190M; the ~5% conclusion is unchanged; 2027 consolidated moved from ~$200–270M to ~$210–280M. |
| 8 Sep 2026 · Rev. 2 An apparent conflict on Q2 U.S. 601cc+ share (32% vs 38%) was listed as an open item. | Seasonality, not error: 34% FY2025, 38% Q1 2026, 32% Q2 2026, 34% YTD (deck slide 6). Closed. |
| 8 Sep 2026 · Rev. 2 Restructuring expense stated as $15M (Q1) + $3M (Q2). | $17M for H1 2026 per the deck. |
| If something here is wrong, tell me; it will appear on this list with the date. | |