LiveWire Group Files 8-K for Material Agreement

TL;DR

LiveWire just signed a big deal, filing an 8-K today.

AI Summary

LiveWire Group, Inc. filed an 8-K on August 22, 2025, reporting the entry into a material definitive agreement. The filing also includes other events and financial statements/exhibits. The company, formerly known as LW EV Holdings, Inc., is incorporated in Delaware and headquartered in Milwaukee, Wisconsin.

Why It Matters

This 8-K filing indicates a significant new agreement for LiveWire Group, Inc., which could impact its business operations and financial standing.

Risk Assessment

Risk Level: medium — The filing of an 8-K for a material definitive agreement suggests a significant event that could carry inherent business risks and opportunities.

Key Numbers

• 001-41511 — SEC File Number (Identifies the company's filing with the SEC.)
• 87-4730333 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• LiveWire Group, Inc. (company) — Registrant
• LW EV Holdings, Inc. (company) — Former company name
• August 22, 2025 (date) — Date of report
• 3700 West Juneau Avenue, Milwaukee, Wisconsin 53208 (address) — Principal executive offices
• 001-41511 (identifier) — SEC File Number

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value LVWR New York Stock Exchange
• $50,000,000 — an aggregate gross sale price of up to $50,000,000 of shares of its common stock, par valu

Filing Documents

• lvwr-20250822.htm (8-K) — 34KB
• exhibit11-8xk.htm (EX-1.1) — 302KB
• exhibit51-8xk.htm (EX-5.1) — 22KB
• latham.jpg (GRAPHIC) — 20KB
• 0001898795-25-000176.txt ( ) — 601KB
• lvwr-20250822.xsd (EX-101.SCH) — 2KB
• lvwr-20250822_def.xml (EX-101.DEF) — 6KB
• lvwr-20250822_lab.xml (EX-101.LAB) — 27KB
• lvwr-20250822_pre.xml (EX-101.PRE) — 17KB
• lvwr-20250822_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

ITEM 1.01 Entry into a Material Definitive Agreement On August 22, 2025, LiveWire Group, Inc. (the "Company") entered into an At-The-Market Issuance Sales Agreement (the "Agreement") with Mizuho Securities USA LLC, as agent (the "Agent"), under which the Company may offer and sell, from time to time at its sole discretion, an aggregate gross sale price of up to $50,000,000 of shares of its common stock, par value $0.0001 per share (the "Common Stock"), through the Agent (the "Offering"), pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-289699), which was declared effective by the Securities and Exchange Commission (the "SEC") on August 21, 2025 (the "Registration Statement"). The Company filed a prospectus supplement with the SEC on August 22, 2025 in connection with the Offering. Under the terms of the Agreement, the Agent may sell the Common Stock by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415 of the Securities Act of 1933, as amended. The Agent will use commercially reasonable efforts to sell the Common Stock from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay the Agent a commission rate of up to 3.0% of the gross sales price per share sold through the Agent under the Agreement. The Agreement contains customary representations, warranties and agreements by the Company, indemnification rights and obligations of the Company and the Agent, other obligations of the parties and termination provisions. The representations, warranties and agreements contained in the Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties thereto and may be subject to limitations agreed upon by the contracting parties to such agreement. The Company may also reimburse the Agent for certain speci

01 Other Events

ITEM 8.01 Other Events In connection with the offering of the Common Stock under the Agreement, the Company is filing the opinion of Latham & Watkins LLP as part of this Current Report that is to be incorporated by reference into the Registration Statement. The opinion of Latham & Watkins LLP is filed as Exhibit 5.1 to this Current Report and incorporated herein by reference.

01. Financial Statements and Exhibits

ITEM 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 1.1 At-The-Market Issuance Sales Agreement, dated as of August 22 , 2025, by and between LiveWire Group, Inc. and Mizuho Securities USA LLC. 5.1 Opinion of Latham & Watkins LLP. 23.1 Consent of Latham & Watkins LLP (included in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded within the inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. LiveWire Group, Inc. Date: August 22, 2025 /s/ Allen Gerrard Allen Gerrard General Counsel & Board Secretary

View Full Filing

View this 8-K filing on SEC EDGAR