The Harley-Davidson world has been in the spotlight in recent weeks, and not because it launched a wild 150 horsepower bagger. Rather, it's been in the spotlight due to its CEO Jochen Zeitz announcing his retirement, and the power play that his retirement kicked off with a former member of Harley-Davidson's board.
Two weeks ago, Jared Dourdeville of H Partners Management, an investment firm with about a 9% stake in the company, left in protest after the rest of the board told the young executive that he could pick the company's next CEO. He wasn't too happy about that and, with the backing of his investement company, launched a campaign not only to see Zeitz leave immediately, but also oust two long-standing board members, and pick his favorite candidate for CEO.
Harley, for its part, released a very catty SEC filing pretty much poking holes in every single one of Dourdeville and H Partners Management's claims about corporate malfeasance, and how he and they voted with the rest of the board every single time. That fight is still playing out, as H Partners Management has launched a proxy war to, hopefully, convince the brand's other investors, owners, and board members to sway their way.
In spite of all that, however, Harley-Davidson recently nominated someone to replace Dourdeville on the board, and the quickness of the nomination feels like such a knife twist.
In a recent Securities and Exchange Commission (SEC) filing, which is fast becoming the method of hot gos within Harley-Davidson, the board took little time to nominate Dourdeville's replacement. That being Lori Flees, who's currently oil-giant Valvoline's President and CEO.
According to the SEC filing, "Following Mr. Dourdeville’s resignation, the Board acted to reduce the size of the Board from nine to eight members. As previously disclosed in the Proxy Statement, the Board nominated Ms. Lori Flees, who has not previously served on the Board, for election as a Director as part of the Board’s commitment to refreshment that ensures a balance between leveraging institutional knowledge and bringing fresh perspectives to Board discussions. Ms. Flees was recommended by a third-party executive search, corporate culture, and leadership consultant retained by the Board’s Nominating and Corporate Governance Committee to identify new director candidates. The Board has acted to reinstate its size to nine directors effective at the Annual Meeting."
Flees has been at Valvoline for the last three years, and at Walmart for the eight years prior.
Harley, for its part, also used the nomination filing to urge Harley's shareholders to vote in favor of the board's directors and nominees, saying, "Although Mr. Dourdeville is no longer a director nominee, the WHITE proxy card that we made available with the Proxy Statement remains valid, and WE STRONGLY URGE YOU TO VOTE 'FOR ALL' THE COMPANY’S DIRECTOR NOMINEES." Emphasis Harley's. Dourdeville and H Partners Management distributed Blue Proxy cards that would essentially hold the company hostage until their demands for Zeitz's immediate departure, as well as the departures of board members Thomas Linebarger and Sara Levinson.
We'll have to see how this all plays out, so stay tuned to RideApart as we continue to cover this developing story.
