Skip to main content

LiveWire Group, Inc.

For the period ended May 16, 2024. Filed Apr 5, 2024.

View on SEC.gov

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 16, 2024 · Filed Apr 5, 2024

LVWR$0.55+1.5%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Cover page

Show cover page

DEF 14A 1 ny20016783x3_def14a.htm DEF 14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒​​Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐ Preliminary Proxy Statement

☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒ Definitive Proxy Statement

☐ Definitive Additional Materials

☐ Soliciting Material under § 240.14a-12

LIVEWIRE GROUP, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒ No fee required

☐ Fee paid previously with preliminary materials

☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

Letter from our Chairman

Dear Stockholders,

2023 was a year of development for LiveWire with key progress made towards the Company’s goal of pioneering the electrification of motorcycling around the world. It’s been just over a year since the Company became the first EV motorcycle company to be listed on the NYSE, and the decision to stand-up LiveWire as a separate company from Harley-Davidson has proven successful, with a clear focus on segmentation and execution for both brands, while utilizing joint synergies.

Business Highlights

The past year has seen notable milestones for the Company, a highlight of which has been the delivery of the S2 Del Mar, in addition to expansion into new markets across Europe, bringing LiveWire’s unique electric motorcycles to a global audience.

In the year ahead, LiveWire will continue to advance its product portfolio and build out its commercial footprint. Considering the ramp-up required for all-new in-house developed products, we are pleased with the stabilizing supply base as well as the production of the S2 powertrain at Harley-Davidson’s operations in Wisconsin, and the assembly of the Del Mar in Pennsylvania.

Thank You

On behalf of the Board of Directors, thank you for your continued investment in LiveWire and the electrification of motorcycling around the world. We believe LiveWire has the right strategy and team in place to lead the electrification of the sport.

Jochen Zeitz

Chairman of the Board

LiveWire Group, Inc.

Letter from our Chief Executive Officer

Dear Stockholders,

Looking back on 2023, LiveWire continued to push the boundaries of innovation and lead the electrification of motorcycling. The team focused on delivering revolutionary technologies and mind-blowing products while seeking simplicity in all that we do. We are creating lasting connections between the LiveWire brand and our customers, employees, and suppliers.

Business Highlights

Over the last several years, our product development team has been working hard on the clean slate development of LiveWire’s next generation architecture and EV systems. The battery pack, power electronics, motor, telematics, and software were developed by LiveWire engineers with the support of our strategic suppliers. This long-term investment led to the debut of the S2 platform in 2023 with the launch of the Del Mar. Our advancements have yielded industry-leading technology and the ability to rapidly adapt the platform, as evidenced by the recent release of Mulholland.

The LiveWire and STACYC teams continue to expand our portfolio and we are excited to bring more options to more riders in the upcoming years, including adjacent opportunities that are tangible to our riding community and allow them to build on the foundational products already available. With our expansion into Europe this year, we are reaching a new customer base and bringing the excitement of LiveWire to a new audience.

We are dedicated to reducing vehicle cost over time as we push down the path to profitability. The entire organization is dedicated to building the best products, delivering an unmatched customer experience, and taking the lead in reducing CO 2 emissions from motorcycles. We continue to expand our retail network to bring our customers more options to shop, buy and service their LiveWire.

Thank You

We believe in our vision for electric motorcycles – to relentlessly charge against the norm and defy traditional expectations to redefine the riding experience. On behalf of the LiveWire team, thank you for your shared confidence and support as we continue to build the most desirable electric vehicle brand in the world.

Karim Donnez

Chief Executive Officer

LiveWire Group, Inc.

Notice of Annual Meeting of

Stockholders to be held on May 16, 2024

Dear Stockholder:

You are cordially invited to attend the 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of LiveWire Group, Inc., a Delaware corporation (“we,” “us,” “LiveWire,” or the “Company”). The Annual Meeting will be held in a virtual meeting format on Thursday, May 16, 2024 at 4:00 p.m. (Central Time) for the following purposes:

​1​​To elect the nine Director nominees to serve a one-year term and until their successors are duly elected and qualified;​
​2​​To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024;​
​3​​To approve the issuance of additional shares of common stock necessary to effect a full conversion of the Convertible Loan; and​

In addition, we will conduct any other business properly brought before the Annual Meeting.

These items of business are more fully described in the proxy statement accompanying this Notice of Annual Meeting of Stockholders.

The record date for the Annual Meeting is March 20, 2024 (the “Record Date”). Only stockholders of record at the close of business on the Record Date may vote at the Annual Meeting or any adjournment thereof.

The Annual Meeting will be held in a virtual meeting format only, via the internet. Stockholders will be able to attend, vote, and submit questions via the internet. If you plan to participate in the Annual Meeting, please see the Questions and Answers section below for further information.

By Order of the Board of Directors

Amanda Parker

Chief Legal Officer and Corporate Secretary

Milwaukee, Wisconsin

​YOUR VOTE IS IMPORTANT! ALL STOCKHOLDERS ARE CORDIALLY INVITED TO VIRTUALLY ATTEND THE ANNUAL MEETING.​

Whether or not you expect to attend the Annual Meeting, please complete, date, sign, and return the proxy card, or vote over the internet or telephone as instructed in these materials, as promptly as possible in order to ensure your representation at the Annual Meeting. Even if you have voted by proxy, you may still attend the Annual Meeting. Voting your shares promptly will ensure the presence of a quorum at the Annual Meeting and will save us the expense of further solicitation.

Table of Contents

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.