HDFS201211k

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 11-K

[X]
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934: For the fiscal year ended December 31, 2012.
OR
[ ]
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934: For the transition period from ______ to _________.

Commission File No. 1-9183
A.
Full title of the plan and the address of the plan, if different from that of the issuer named below:

Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan

B.
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Harley-Davidson, Inc.
3700 West Juneau Avenue
Milwaukee, Wisconsin 53208





REQUIRED INFORMATION



1.
Not applicable.
2.
Not applicable.
3.
Not applicable.
4.
The Harley-Davidson Financial Services, Inc. 401(k) Profit Sharing Plan (the “Plan”) is subject to the requirements of the Employee Retirement Income Security Act of 1974 (ERISA). Attached hereto are copies of the most recent financial statements and schedule of the Plan prepared in accordance with the financial reporting requirements of ERISA.


Exhibits
23
Consent of Independent Registered Public Accounting Firm






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
Harley-Davidson Financial Services, Inc.
 
401(k) Profit Sharing Plan  
Date: June 21, 2013
By: /s/ Michael E. Sulentic
 
 
 
Michael E. Sulentic
 
Administrative Committee Member
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 







Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Financial Statements and Supplemental Schedule
December 31, 2012 and 2011, and Year Ended December 31, 2012
Contents
Report of Independent Registered Public Accounting Firm 1
Financial Statements
Statements of Net Assets Available for Benefits 2

Statement of Changes in Net Assets Available for Benefits 3

Notes to Financial Statements 4
Supplemental Schedule
Schedule H, Line 4i – Schedule of Assets (Held at End of Year) 14





Report of Independent Registered Public Accounting Firm
The Plan Administrator
Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
We have audited the accompanying statements of net assets available for benefits of Harley-Davidson Financial Services, Inc. 401(k) Profit Sharing Plan as of December 31, 2012 and 2011, and the related statement of changes in net assets available for benefits for the year ended December 31, 2012. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of Harley-Davidson Financial Services, Inc. 401(k) Profit Sharing Plan at December 31, 2012 and 2011, and the changes in its net assets available for benefits for the year ended December 31, 2012, in conformity with U.S. generally accepted accounting principles.

Our audits were conducted for the purpose of forming an opinion on the financial statements as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2012, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. Such information has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.

/s/ Ernst & Young LLP
Chicago, Illinois
June 21, 2013


 
1



Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
 
 
 
 
Statements of Net Assets Available for Benefits


 
December 31
 
2012
 
2011
Assets
 
 
 
Investments, at fair value
$
36,848,429

 
$
29,434,689

Investment in Harley-Davidson Retirement Savings Plan Master Trust
149,539

 
-

 
 
 
 
Receivables:
 
 
 
Participant contributions
76,785

 
154,825

Company contributions
264,860

 
278,008

Notes receivable from participants
877,235

 
925,633

Total receivables
1,218,880

 
1,358,466

Net assets available for benefits
$
38,216,848

 
$
30,793,155

 
 
 
 
See accompanying notes.
 
 
 























 
2





Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
 
 
Statement of Changes in Net Assets Available for Benefits
 
 
Year Ended December 31, 2012
 
 
 
 
Additions:
 
Participants’ contributions
$
2,833,540

Company contributions
1,694,012

Rollovers
779,337

Investment income of Harley-Davidson Retirement Savings Plan Master Trust
18,125

Interest and dividends
1,005,443

Interest income on notes receivable from participants
51,608

Total additions
6,382,065

 
 
Deductions:
 
Participant distributions
1,783,078

Administrative expenses
3,225

Total deductions
1,786,303

 
 
Net appreciation in fair value of investments:
 
Mutual funds
2,821,279

Brokerage accounts
6,652

 
 
Net increase
7,423,693

Net assets available for benefits at beginning of year
30,793,155

Net assets available for benefits at end of year
$
38,216,848

 
 
See accompanying notes.
 


 
3


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements
December 31, 2012


1. Description of the Plan
The following brief description of the Harley-Davidson Financial Services, Inc. 401(k) Profit Sharing Plan (the Plan) is provided for general information purposes only. Participants should refer to the plan document for a more complete description of the Plan’s provisions.
General
The Plan is a defined contribution plan for eligible employees of Harley-Davidson Financial Services, Inc. (the Company) and its participating subsidiaries. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). Employees are eligible to participate in the Plan after completing three months of service with the Company and must be at least 18 years of age.
Contributions
Subject to certain limitations, participants may contribute up to 25% of their compensation on a pretax basis through payroll deductions. Participants may also contribute amounts representing distributions from other qualified plans. Participants who have attained age 50 before the end of the year are eligible to make catch-up contributions. The Company may make discretionary matching contributions determined annually based on the participant’s pretax contributions. During 2012 and 2011, each participant’s contribution was matched by the Company at a rate of 100% up to $1,500 and an additional matching contribution of $0.50 on every dollar thereafter. Company-matching contributions are made quarterly, and participants must be employed on the last day of the quarter to be eligible for such contributions. The Company may also make an annual discretionary profit-sharing contribution. No such contribution was made for the year ended December 31, 2012. All contributions are subject to the limitations of the Internal Revenue Code (the Code).
Participants direct their elective contributions into various investment options offered by the Plan, which includes a self-directed brokerage account feature, and can change their investment option on a daily basis. In 2011, Harley-Davidson, Inc. common stock was added as an investment option. The Company’s contributions are allocated in the same manner as that of the participant’s elective contributions.
Vesting
Participants are immediately vested in their voluntary contributions plus actual earnings thereon. Company contributions are generally 100% vested after three years of service or if employment terminates due to death, disability or retirement on or after age 65.



 
4


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


1. Description of the Plan (continued)
Loans to Participants
A participant may borrow a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of the participant’s vested account balance. Loan terms range from 1 to 60 months or up to 10 years for the purchase of a primary residence. Loans are secured by participants’ account balances, are supported by promissory notes payable to the Plan, and bear interest at a fixed rate equal to the prime rate upon the inception of the loan plus 2%. At December 31, 2012, interest rates on participants’ loans ranged from 4.25% to 10.25%. Payments on participants’ loans are made through payroll deductions.
Participant Accounts
Each participant’s account is credited with the participant’s contributions and allocations of the Company’s contributions and the Plan’s earnings. Allocations of the Plan’s earnings are based on individual participant fund performance earnings. Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions. Unallocated forfeitures balances as of December 31, 2012 were approximately $75,000 and were used to reduce the Company's fourth quarter 2012 contributions, which were paid in 2013.
Benefit Payments
In the event a participant’s employment ceases due to death, disability, or retirement on or after age 65, the participant (or the beneficiaries) will be entitled to receive an amount equal to the full value of the participant’s account in a lump-sum payment. In the event a participant’s employment ceases due to termination, the participant will be entitled to receive an amount equal to the value of the vested interest in the participant’s account in a lump-sum payment. In addition, hardship withdrawals are permitted if certain criteria are met.
Plan Termination
Although it has not expressed any intent to do so, the Company reserves the right to amend, suspend, or terminate the Plan at any time and to discontinue or modify its contributions at any time subject to the provisions of ERISA. In the event of the Plan’s termination, participants will become 100% vested in their accounts.
Administrative Expenses
Most administrative expenses of the Plan are paid by the Company.



 
5


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)



2. Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the accrual basis of accounting in accordance with U.S. generally accepted accounting principles (U.S. GAAP).
Benefit Payments
Benefits are recorded when paid.
Use of Estimates
The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates that affect amounts reported in the financial statements and accompanying notes and supplemental schedules. Actual results could differ from those estimates.
Investment Valuation and Income Recognition
Investments held by the Plan are stated at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). See Note 5 for further discussion of fair value measurements.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded as earned. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) includes the Plan’s gains and losses on investments bought and sold, as well as held, during the year.
Notes Receivable From Participants
Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit losses has been recorded as of December 31, 2012 or 2011. If a participant ceases to make loan repayments, the plan administrator will deem the participant loan to be a distribution in accordance with applicable legal requirements, and the participant’s account balance will be reduced at the earliest permitted date as outlined in the Plan document.



 
6


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


2. Summary of Significant Accounting Policies (continued)
New Accounting Pronouncements
In May 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2011-04, Amendments to Achieve Common Fair Value Measurements and Disclosure Requirements in U.S. GAAP and IFRSs. ASU 2011-04 amended Accounting Standards Codification (ASC) 820, Fair Value Measurement, to converge the fair value measurement guidance in U.S. GAAP and International Financial Reporting Standards (IFRSs). Some of the amendments clarify the application of existing fair value measurement requirements, while other amendments change a particular principle in ASC 820. In addition, ASU 2011-04 requires additional fair value disclosures. The amendments are to be applied prospectively and are effective for annual periods beginning after December 15, 2011. Adoption of ASU 2011-04 did not have an impact on the Plan’s financial statements.
3. Investments
The following investments represent 5% or more of the Plan’s assets as of December 31:
 
2012
 
2011


 
 
 
Morgan Stanley Mid Cap Growth
$
6,205,505

 
$
2,568,511

Fidelity Contrafund K
5,822,742

 
5,277,606

Spartan 500 Index
5,077,886

 
4,056,927

PIMCO Total Return Inst Fund
4,115,836

 
3,402,175

Fidelity Money Market Trust Retirement Money
Market Portfolio
3,655,983

 
3,468,069

MFS Massachusetts Investors Trust R4
3,535,270

 
2,720,684

Europacific Growth R6
3,116,021

 

Fidelity Growth Strategies Fund

 
2,916,492

American Funds Europacific Growth R5

 
2,673,835

 
 
 
 







 
7


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


4. Master Trust
The Plan participates in the Harley-Davidson Retirement Savings Plan Master Trust (the “Master Trust”). The purpose of the Master Trust is the collective investment of assets of the participating plans. Except for the Plan, all participating plans in the Master Trust are sponsored by Harley-Davidson Motor Company Group, LLC (the “affiliated Plans”). Each participating plan’s interest in the Master Trust is based on account balances of the participants and their elected investment options. The Master Trust assets are allocated among the participating plans by assigning to each plan those transactions (primarily contributions, benefit payments, and plan-specific expenses) that can be specifically identified and by allocating among all plans, in proportion to the fair value of the assets assigned to each plan, income and expenses resulting from the collective investment of the assets of the Master Trust. This Plan’s only investment within the Master Trust is included within the Harley-Davidson, Inc. Common Stock Fund.

Investment income and administrative expenses related to the Master Trust are allocated to the individual plans daily based on each participant’s account balance within each investment fund option.
A summary of the Master Trust’s net assets as of December 31, 2012 is as follows:
 
 
Investments at fair value:
 
Mutual Funds:
 
U.S. equity funds
$
167,124,168

International equities
49,580,085

Fixed income
57,244,897

Balanced funds
152,346,671

Brokerage accounts
8,017,602

Money market fund:
 
Fidelity Retirement Money Market Portfolio
69,240,505

Harley-Davidson, Inc. Common Stock Fund
154,011,512

Net assets of the Master Trust
$
657,565,440









 
8


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


4. Master Trust (continued)
Investment income has been allocated among the participating plans based on the respective participants’ interest, adjusted for other income and losses. Investment income generated by the investments of the Master Trust for the year ended December 31, 2012 is as follows:
 
 
Interest and dividend income
$
15,928,556

Net appreciation in fair value of mutual funds
40,609,943

Net appreciation in fair value of brokerage
 
accounts
233,087

Net appreciation in fair value of common
 
stock - Harley-Davidson, Inc.
34,500,322

Investment income of the Master Trust
$
91,271,908


The Plan’s percentage interest in the Master Trust as of December 31, 2012 was .02%
The net assets of the Harley-Davidson, Inc. Common Stock Fund consist of the following as of December 31, 2012:
 
 
Harley-Davidson, Inc. common stock
$
153,409,126

Money market fund
1,740,298

Other payable
(1,137,912)

Net assets of the Harley-Davidson, Inc.
 
Common Stock Fund
$
154,011,512


5. Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:
Level 1 – Unadjusted quoted prices in active markets that are accessible to the reporting entity at the measurement date for identical assets and liabilities.



 
9


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


5. Fair Value Measurements (continued)
Level 2 – Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 2 inputs include the following:
Quoted prices for similar assets and liabilities in active markets
Quoted prices for identical or similar assets or liabilities in markets that are not active
Observable inputs other than quoted prices that are used in the valuation of the assets or liabilities (e.g., interest rate and yield curve quotes at commonly quoted intervals)
Inputs that are derived principally from or corroborated by observable market data by correlation or other means
Level 3 – Unobservable inputs for the asset or liability (i.e., supported by little or no market activity). Level 3 inputs include management’s own assumption about the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk).
The level in the fair value hierarchy within which the fair value measurement is classified is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
Following is a description of the valuation techniques and inputs used for each major class of assets measured at fair value by the Plan.
Mutual Funds: Valued at quoted market prices, which represent the net asset value (NAV) of shares held at year end.
Money Market Fund: Valued at cost, which approximates the fair value of the NAV of shares held at year-end.
Common Stock: Valued at quoted market prices of shares held at year end.
Harley-Davidson Inc. Common Stock Fund: The fund is tracked on a unitized basis. The fund consists of Harley-Davidson, Inc. common stock and funds held in a money market fund sufficient to meet the fund’s daily cash needs and other miscellaneous assets and liabilities. Unitizing the fund allows for daily trades. The fair value of a unit is based on the combined fair value of Harley-Davidson, Inc. common stock (closing price in an active market on which the securities are traded), the NAV of the money market fund, and other miscellaneous assets and liabilities held by the fund at year-end.


 
10


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


5. Fair Value Measurements (continued)
The following table sets forth by level, within the fair value hierarchy, the Plan’s assets excluding its interest in the Master Trust carried at fair value:
 
Assets at Fair Value as of December 31, 2012
 
Level 1
Level 2
Level 3
Total
Mutual funds:
 
 
 
 
U.S. equity funds
$
21,349,690

$ –
$ –
$
21,349,690

International equity
3,369,562

3,369,562

Fixed income
8,804,067

8,804,067

Balanced funds
3,198,498

3,198,498

Brokerage accounts:
 
 
 
 
U.S. common stock
95,807

95,807

Mutual funds:
 
 
 
 
U.S. equity
738

738

External Fund
15,545

15,545

Fixed income
14,522

   –
   –
14,522

Total assets at fair value
$
36,848,429

$ –
$ –
$
36,848,429


 
Assets at Fair Value as of December 31, 2011
 
Level 1
Level 2
Level 3
Total
Mutual funds:
 
 
 
 
U.S. equity funds
$
17,644,741

$ –
$ –
$
17,644,741

International equity
2,729,701

2,729,701

Fixed income
7,185,657

7,185,657

Balanced funds
1,806,614

1,806,614

Harley-Davidson Inc.
Common stock
22,207

22,207

Brokerage accounts:
 
 
 
 
U.S. common stock
29,366

29,366

Mutual funds:
 
 
 
 
U.S. equity
12,349

12,349

Fixed income
4,054

4,054

Total assets at fair value
$
29,434,689

$ –
$ –
$
29,434,689




 
11


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


5. Fair Value Measurements (continued)
The following table sets forth by level, within the fair value hierarchy, the Master Trust's assets at fair value as of December 31, 2012:

 
 
 
Level 1
Level 2
Level 3
Total
Mutual funds:
 
 
 
 
U.S. equity funds
$
167,124,168

$ –
$ –
$
167,124,168

International equity
49,580,085

49,580,085

Fixed income
57,244,897

57,244,897

Balanced funds
152,346,671

152,346,671

Brokerage accounts:
 
 
 
 
Common stock:
 
 
 
 
  Domestic
3,994,092

3,994,092

  International
942,307

942,307

Mutual funds:
 
 
 
 
U.S. equity funds
799,948

799,948

International Equity
211,884

211,884

Fixed income
609,727

609,727

Cash
1,459,644

1,459,644

Money market fund
69,240,505

69,240,505

Harley-Davidson Inc. Common Stock Fund
154,011,512

154,011,512

Total assets at fair value
$
657,545,440

$ –
$ –
$
657,545,440










 
12


Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
Notes to Financial Statements (continued)


6. Income Tax Status
The Plan has received an opinion letter from the Internal Revenue Service (the IRS) dated March 31, 2008, stating that the form of the Plan is qualified under Section 401(a) of the Code, and therefore, the related trust is tax-exempt. In accordance with Revenue Procedures 2012-6 and 2011-49, the plan sponsor has determined that it is eligible to and has chosen to rely on the current IRS Volume Submitter plan opinion letter. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.
U.S. GAAP requires plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The plan administrator has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2012, there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2009.
7. Risk and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.
8. Related-Party Transactions
The Plan holds shares of mutual funds managed by the trustee of the Plan. The Plan also invests in the common stock of Harley-Davidson, Inc. These transactions qualify as party-in-interest transactions; however, they are exempt from the prohibited transactions rules under ERISA.





 
13





Supplemental Schedule


 
14






Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
 
 
 
 
 
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)
 
 
 
 
 
EIN: 36-3826287 Plan Number: 001
 
 
 
 
 
December 31, 2012
 
 
 
 
 
 
 
 
 
 
 
 
Number of
 
Current
Identity of Issuer and Description of Investment
 
Shares
 
Value
 
 
 
 
 
American Funds:
 
 
 
 
Europacific Growth R6
 
75,668

 
$3,116,020
Columbia:
 
 
 
 
Acorn International Z
 
3,100

 
126,597

Eaton Vance:
 
 
 
 
Parametric Str Emerg Mkts A
 
5,841

 
87,379

Fidelity Management Trust Company:*
 
 
 
 
Contrafund K
 
75,122

 
5,822,742

Freedom K 2000
 
1,090

 
12,887

Freedom K 2010
 
5,955

 
76,695

Freedom K 2015
 
4,878

 
63,213

Freedom K 2020
 
51,374

 
687,895

Freedom K 2025
 
13,329

 
181,012

Freedom K 2030
 
41,890

 
574,728

Freedom K 2035
 
46,423

 
643,890

Freedom K 2040
 
19,569

 
272,200

Freedom K 2045
 
28,340

 
399,310

Freedom K 2050
 
13,136

 
185,480

Freedom K 2055
 
8,326

 
82,840

Freedom K Income
 
1,571

 
18,348

Money Market Trust Retirement Money Market Portfolio
 
3,655,983

 
3,655,983

Spartan U.S. Equity Index Portfolio
 
5

 
198

Spartan 500 Index ADV
 
100,572

 
5,077,886

Spartan EXT Market Index ADV
 
8,642

 
344,889

 
 
 
 
 

 
15





Harley-Davidson Financial Services, Inc.
401(k) Profit Sharing Plan
 
 
 
 
 
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)

 
 
 
 
EIN: 36-3826287 Plan Number: 001 (Continued)
 
 
 
 
 
December 31, 2012
 
 
 
 
 
 
 
 
 
 
 
 
Number of

 
Current
Identity of Issuer and Description of Investment
 
Shares
 
Value
 
 
 
 
 
MFS:
 
 
 
 
Massachusetts Investors Trust R4
 
163,594

 
3,535,270

MFS Value R4
 
3,894

 
98,706

Morgan Stanley:
 
 
 
 
Mid Cap Growth I
 
178,627

 
6,205,505

PIMCO:
 
 
 
 
Real Return Inst
 
41,200

 
505,528

Total Return Inst Fund
 
366,178

 
4,115,836

Royce:
 
 
 
 
Opportunity IS
 
7,909

 
95,383

Ridgeworth:
 
 
 
 
Mid Cap Value Equity I
 
5,025

 
59,049

TCW:
 
 
 
 
Small Cap Growth I
 
4,107

 
110,062

Vanguard:
 
 
 
 
FTSE All-World Index Inv
 
2,210

 
39,566

Total Bond Signature
 
47,495

 
526,720

Brokerage accounts
 

 
126,612

Participant loans* (varying maturities and interest
 
 
 
 
rates ranging from 4.25% to 10.25%)
 

 
877,235

Total investments
 
 
 

$37,725,664

 
 
 
 
 
*Represents a party in interest.
 
 
 
 

 
16