HARLEY-DAVIDSON, INC.HOG
HARLEY-DAVIDSON, INC. Debt Disclosure
Debt
Debt with a contractual term less than 12 months is generally classified as short-term and consisted of the following at December 31 (in thousands):
| 2025 | 2024 | ||||||||||
| Unsecured commercial paper | $ | 497,776 | $ | 640,204 | |||||||
Debt with a contractual term greater than 12 months is generally classified as long-term and consisted of the following at December 31 (in thousands):
| 2025 | 2024 | ||||||||||||||||
| Secured debt: | |||||||||||||||||
| Asset-backed Canadian commercial paper conduit facility | $ | — | $ | 77,381 | |||||||||||||
| Asset-backed U.S. commercial paper conduit facility | — | 431,846 | |||||||||||||||
| Asset-backed securitization debt | — | 1,956,383 | |||||||||||||||
| Unamortized discounts and debt issuance costs | — | (6,245) | |||||||||||||||
| — | 2,459,365 | ||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Unsecured notes (at par value): | |||||||||||||||||
| Medium-term notes: | |||||||||||||||||
| Due in 2025, issued June 2020 | 3.35 | % | — | 700,000 | |||||||||||||
Due in 2026, issued April 2023(a) | 6.36 | % | 821,814 | 727,104 | |||||||||||||
| Due in 2027, issued February 2022 | 3.05 | % | 500,000 | 500,000 | |||||||||||||
| Due in 2028, issued March 2023 | 6.50 | % | — | 700,000 | |||||||||||||
| Due in 2029, issued June 2024 | 5.95 | % | 144,903 | 500,000 | |||||||||||||
Due in 2030, issued March 2025(b) | 5.61 | % | 716,152 | — | |||||||||||||
| Unamortized discounts and debt issuance costs | (10,906) | (13,091) | |||||||||||||||
| 2,171,963 | 3,114,013 | ||||||||||||||||
| Senior notes: | |||||||||||||||||
| Due in 2025, issued July 2015 | 3.50% | — | 450,000 | ||||||||||||||
| Due in 2045, issued July 2015 | 4.625% | 300,000 | 300,000 | ||||||||||||||
| Unamortized discounts and debt issuance costs | (2,722) | (3,200) | |||||||||||||||
| 297,278 | 746,800 | ||||||||||||||||
| 2,469,241 | 3,860,813 | ||||||||||||||||
| Long-term debt | 2,469,241 | 6,320,178 | |||||||||||||||
| Current portion of long-term debt, net | (819,629) | (1,851,513) | |||||||||||||||
| Long-term debt, net | $ | 1,649,612 | $ | 4,468,665 | |||||||||||||
(a)€700.0 million par value remeasured to U.S. dollar at December 31, 2025 and 2024, respectively.
(b)€610.0 million par value remeasured to U.S. dollar at December 31, 2025.
Future principal payments of the Company's debt obligations as of December 31, 2025 were as follows (in thousands):
| 2026 | $ | 1,319,590 | |||
| 2027 | 500,000 | ||||
| 2028 | — | ||||
| 2029 | 144,903 | ||||
| 2030 | 716,152 | ||||
| Thereafter | 300,000 | ||||
| Future principal payments | $ | 2,980,645 | |||
| Unamortized discounts and debt issuances costs | (13,628) | ||||
| $ | 2,967,017 | ||||
Unsecured Commercial Paper – Commercial paper maturities may range up to 365 days from the issuance date. The weighted-average interest rate of outstanding commercial paper balances was 4.49% and 5.13% at December 31, 2025 and 2024, respectively.
Credit Facilities – In April 2024, the Company extended its existing $710.0 million five-year credit facility that was due to mature in April 2025 so that it now matures in April 2029 and amended the language of its existing $710.0 million five-year credit facility that matures in April 2027 so that it conforms in all respects to the April 2029 credit facility other than maturity date. The five-year credit facilities (together, the Global Credit Facilities) bear interest at variable rates, which may be adjusted upward or downward depending on certain criteria, such as credit ratings. The Global Credit Facilities also require the Company to pay a fee based on the average daily unused portion of the aggregate commitments. The Global Credit Facilities are committed facilities primarily used to support the Company's unsecured commercial paper program.
Unsecured Notes – The fixed-rate U.S. dollar-denominated unsecured notes provide for semi-annual interest payments and the fixed-rate foreign currency-dominated unsecured notes provide for annual interest payments. Principal on the unsecured notes is due at maturity.
During June 2025, $700.0 million of 3.35% medium-term notes matured, and the principal and accrued interest were paid in full. During November 2024, €600.0 million of 3.14% medium-term notes matured, and the principal and accrued interest were paid in full.
Unsecured Note Redemptions —During November 2025, the Company executed a tender offer for its $700.0 million 6.50% medium-term notes due 2028 and $500.0 million 5.95% medium-term notes due 2029, resulting in $437.1 million and $355.1 million of notes being redeemed, respectively. During December 2025, the Company executed a make-whole redemption resulting in the remaining $262.9 million of medium-term notes due 2028 being redeemed. The Company recognized a loss on extinguishment of $67.6 million, which included unamortized discounts and fees, within Financial services interest expense on the Consolidated statements of operations.
Senior Notes and Term Loan – In July 2015, the Company issued $750.0 million of unsecured senior notes in an underwritten offering. The senior notes provide for semi-annual interest payments and principal due at maturity. $450.0 million of the senior notes, which had an interest rate of 3.50%, matured in July 2025. $300.0 million of the senior notes mature in July 2045 and have an interest rate of 4.625%. The Company used the proceeds from the debt to repurchase shares of its common stock in 2015.
On July 1, 2025, the Company entered into a term loan facility that permitted the Company to draw up to $450.0 million on or prior to July 31, 2025. On July 24, 2025, the Company drew $450.0 million under the facility which carried an interest rate of term Secured Overnight Financing Rate (SOFR) plus a margin based on the Company's credit rating. The Company used the proceeds to pay down the principal and interest of the $450.0 million 3.50% senior notes that matured in July 2025. In November 2025, the Company used proceeds from the HDFS Transaction to pay down the principal and interest of the term loan facility in full. The facility included operating and financial covenants that are substantially the same as those described below and applicable under the Global Credit Facilities at the current credit rating levels for the Company's short-term and long-term debt.
Operating and Financial Covenants – Harley-Davidson Financial Services, Inc. and the Company are subject to various operating and financial covenants related to the credit facilities and various operating covenants under the medium-term and senior notes and the U.S. and Canadian asset-backed commercial paper conduit facilities. The more significant covenants are described below.
The operating covenants limit the Company’s and Harley-Davidson Financial Services Inc.'s ability to:
•Assume or incur certain liens;
•Participate in certain mergers or consolidations; and
•Purchase or hold margin stock.
Under the current financial covenants of the Global Credit Facilities, the ratio of Harley-Davidson Financial Services Inc.’s consolidated debt, excluding secured debt, to Harley-Davidson Financial Services' consolidated allowance for credit losses on finance receivables plus Harley-Davidson Financial Services Inc’s consolidated shareholders' equity, excluding accumulated other comprehensive loss (AOCL), cannot exceed 10.0 to 1.0 as of the end of any fiscal quarter. In addition, the ratio of the Company's consolidated debt to the Company's consolidated debt and consolidated shareholders’ equity (where the Company's consolidated debt in each case excludes that of Harley-Davidson Financial Services Inc. and its subsidiaries, and the Company's consolidated shareholders’ equity excludes AOCL), cannot exceed 0.7 to 1.0 as of the end of any fiscal quarter. No financial covenants are required under the medium-term or senior notes or the U.S. or Canadian asset-backed commercial paper conduit facilities.
At December 31, 2025 and 2024, Harley-Davidson Financial Services, Inc. and the Company remained in compliance with all of the then existing covenants.Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 26, 2026 | Showing above |
| 2024 | Feb 26, 2025 | |
| 2023 | Feb 23, 2024 | |
| 2022 | Feb 24, 2023 | |
| 2021 | Feb 25, 2022 | |
| 2020 | Feb 23, 2021 | |
| 2019 | Feb 19, 2020 | |
| 2018 | Feb 28, 2019 | |
| 2017 | Feb 21, 2018 | |
| 2016 | Feb 21, 2017 | |
| 2015 | Feb 18, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.