MILWAUKEE — Shareholders wanting to oust Harley-Davidson CEO Jochen Zeitz from his role as board chairman didn't get the votes they needed Wednesday, according to a Milwaukee Business Journal report.
A preliminary tabulation of votes following Harley-Davidson annual online shareholders meeting showed shareholders voted to retain all the nominees for board seats, including Zeitz.
MBJ previously reported that Harley-Davidson's second-largest shareholder, H Partners Management of New York City, waged a five-week effort to convince shareholders to withhold support from Zeitz.
If he had received less than 50% support on Wednesday, he would have been removed from the board under Harley’s bylaws, H Partners said.
A source close to H Partners told MBJ that about 48% of shareholders withheld support for Zeitz.
“It was a razor-thin outcome,” the source said.
About 44% of shareholders withheld support for two other longtime Harley-Davidson directors targeted by H Partners: Norman Thomas Linebarger, who is a former CEO of Cummins Inc., and Sara Levinson, who has extensive experience in the media, sports and entertainment industries, according to the H Partners source.
Only about 2% of shareholders withheld support for the remaining Harley board nominees, the source noted.
Based on preliminary results, the full list of elected Directors includes:
- Jochen Zeitz, Chairman, President and CEO
- Norman Thomas Linebarger, Presiding Director
- Troy Alstead, Director
- James Duncan Farley, Jr., Director
- Lori Flees, Director
- Allan Golston, Director
- Sara Levinson, Director
- Rafeh Masood, Director
- Maryrose Sylvester, Director
H Partners Management said on May 9 that Harley’s board was secretly assuring some investors that Zeitz intends to exit the board in 2026, and that the board plans to hire an external candidate as its new CEO.
Having Zeitz leave and replaced with an external were two of H Partners’ goals, the source said.
“We acknowledge we lost the battle but won the war,” the source said.
H Partners said in an earlier SEC filing that they believed Zeitz “planned to orchestrate the succession” of Harley Chief Financial Officer and President of Commercial Jonathan Root to CEO.
Zeitz plans to retire — possibly as early as this summer — after over five years as CEO, with his leaving happening after his successor is picked, according to SEC filings from the company. Harley’s board said it started a search for a new CEO in late 2024.
Zeitz and the board have fought H Partners' campaign arguing that H Partners is "attempting to disrupt the Board’s rigorous and thoughtful CEO transition process, creating uncertainty for and putting Harley-Davidson’s future and shareholder value at risk."
"On behalf of the entire Board and management team, I would like to extend our gratitude to our shareholders for their trust and support," Tom Linebarger, Harley-Davidson's Presiding Director, said in a press release following the meeting. "We appreciate the valuable perspectives and feedback our shareholders have provided leading up to our Annual Meeting, and we look forward to continuing to engage going forward. The Board remains committed to executing its duties in the best interest of all the Company's shareholders."
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