Workhorse Group Inc. Files 8-K with Director, Officer, and Compensation Updates

TL;DR

Workhorse filed an 8-K on 11/25/25 detailing director changes, officer appointments, and compensation. #CorpGov

AI Summary

Workhorse Group Inc. filed an 8-K on November 25, 2025, reporting on several key events. These include the departure of directors or officers, the election of new directors, and updates to compensatory arrangements for certain officers. The filing also covers the submission of matters to a vote of security holders and includes financial statements and exhibits.

Why It Matters

This filing provides crucial updates on the company's leadership and governance structure, which can impact investor confidence and strategic direction.

Risk Assessment

Risk Level: medium — Changes in directors and officers, along with compensation adjustments, can signal internal shifts that may carry operational or strategic risks.

Key Players & Entities

• Workhorse Group Inc. (company) — Registrant
• November 25, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value per share WKHS The Nasdaq

Filing Documents

• ea0267070-8k_workhorse.htm (8-K) — 55KB
• ea026707001ex99-1_workhorse.htm (EX-99.1) — 11KB
• 0001213900-25-114739.txt ( ) — 236KB
• wkhs-20251125.xsd (EX-101.SCH) — 3KB
• wkhs-20251125_lab.xml (EX-101.LAB) — 33KB
• wkhs-20251125_pre.xml (EX-101.PRE) — 22KB
• ea0267070-8k_workhorse_htm.xml (XML) — 4KB

02 Departure of Directors or Certain Officers; Election

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 25, 2025, at the 2025 annual meeting of stockholders (the "Annual Meeting") of Workhorse Group Inc. (the "Company"), the Company's stockholders approved the Workhorse Group Inc. Amended and Restated 2023 Long-Term Incentive Plan (the "Plan"), which among other things, increased the number of shares of the Company's common stock, par value $0.001 per share (the "Shares"), available for issuance under the Plan by an additional 1,500,000 Shares. The Company's Board of Directors (the "Board") previously adopted the Plan on September 21, 2025, subject to stockholder approval. For a description of the Plan, see the section entitled "Proposal No. 3: The Incentive Plan Proposal" of the Company's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (the "SEC") on October 8, 2025 (the "Proxy Statement"). The descriptions of the Plan contained herein and in the Proxy Statement are qualified in their entirety by reference to the Plan, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

07. Submission of Matters

Item 5.07. Submission of Matters to a Vote of Security Holders. On November 25, 2025, the Company held its Annual Meeting. As of September 18, 2025, the record date for holders of Shares entitled to vote at the Annual Meeting, there were 19,059,954 Shares outstanding and entitled to vote at the Annual Meeting. Of the Shares entitled to vote, 9,824,102, or approximately 51.54% of the Shares, were present or represented by proxy at the Annual Meeting, constituting a quorum under the Company's Articles of Incorporation. Immediately prior to the Annual Meeting, the Board of Directors determined to withdraw Proposal No. 4 and Proposal No. 5 from consideration. Accordingly, there were seven matters presented and voted on at the Annual Meeting. Set forth below is a brief description of each matter voted on at the Annual Meeting and the final voting results with respect to each such matter. Proposal No. 1 – The Stock Issuance Proposal Votes For Votes Against Abstentions Broker Non-Votes Votes Cast 4,810,096 605,258 651,239 3,757,509 The Company's stockholders approved, for the purposes of complying with Nasdaq Listing Rules, the issuance of Shares issuable pursuant to the Merger Agreement, the Repayment Agreement, and the Convertible Note (each, as defined in the Proxy Statement). Proposal No. 2 – The Reverse Stock Split Proposal Votes For Votes Against Abstentions Broker Non-Votes Votes Cast 7,068,893 2,016,417 738,792 0 The Company's stockholders approved, pursuant to Nevada Revised Statute 78.2055, a reverse stock split of the outstanding Shares by a ratio of any whole number between 1-for-8 and 1-for-12, at any time prior to June 30, 2026, to be determined by the Board. Proposal No. 3. – The Incentive Plan Proposal Votes For Votes Against Abstentions Broker Non-Votes Votes Cast 4,138,176 1,279,851 648,566 3,757,509 The Company's stockholders approved the Plan to, among other things, increase the number of

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On November 25, 2025, the Company issued a press release relating to the results of the Annual Meeting. A copy of that press release is furnished as Exhibit 99.1 and incorporated herein by reference. The information in Item 7.01 and Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Forward-Looking Statements

Forward-Looking Statements Certain statements in this Current Report on Form 8-K are forward-looking statements that involve a number of risks and uncertainties. For such statements, the Company claims the protection of the Private Securities Litigation Reform Act of 1995. Actual events or results may differ materially from the Company's expectations. Additional factors that could cause actual results to differ materially from those stated or implied by the Company's forward-looking

01. Exhibits

Item 9.01. Exhibits. Exhibit No. Description 10.1 Workhorse Group Inc. Amended and Restated 2023 Long-Term Incentive Plan (incorporated by reference to Annex F of the Company's Definitive Proxy Statement on Schedule 14A filed with the SEC on October 8, 2025). 99.1 Press Release, dated November 25, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2

SIGNATURES

SIGNATURES 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 hereunto duly authorized. WORKHORSE GROUP INC. Date: November 25, 2025 By: /s/ James D. Harrington Name: James D. Harrington Title: General Counsel, Chief Compliance Officer and Secretary 3

View Full Filing

View this 8-K filing on SEC EDGAR