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Workhorse Group Inc.

For the period ended Dec 31, 2024. Filed Mar 31, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 31, 2025

WKHS$3.32+7.4%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

  1. Financial statements (see Index to Consolidated Financial Statements in Part II, Item 8 of this report)

  2. All financial statement schedules have been omitted since the required information was not applicable or was not present in amounts sufficient to require submission of the schedules, or because the information required is included in the Consolidated Financial Statements or the accompanying notes.

  3. The exhibits listed in the following Index to Exhibits are filed or incorporated by reference as part of this report.

Exhibit No.DescriptionForm Incorporated FromReport Date
3.1Certificate of Designation for Series A Preferred Stock8-K1/4/2010
3.2Certificate of Change8-K5/25/2010
3.3Certificate of Correction8-K5/25/2010
3.4Articles of Merger8-K5/25/2010
3.5Certificate of Correction (Articles of Merger)8-K5/25/2010
3.6Certificate of Amendment to the Certificate of Incorporation8-K9/10/2010
3.7Certificate of IncorporationSB-22/4/2008
3.8Articles of Merger between AMP Holding Inc. and Workhorse Group Inc.8-K4/16/2015
3.9Certificate of Change filed December 9, 20158-K12/10/2015
3.10Certificate of Amendment to the Certificate of Incorporation dated August 8, 201710-Q8/9/2017
3.11Certificate of Amendment to the Certificate of Incorporation dated May 3, 201910-Q5/7/2019
3.12Certificate of Designation of Series B Preferred Stock8-K6/6/2019
3.13First Amended and Restated Bylaws of Workhorse Group Inc.8-K4/4/2022
3.14Certificate of Amendment to the Company’s Articles of Incorporation8-K9/6/2023
3.15Second Amended and Restated Bylaws8-K7/12/2023
4.1Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934†
4.2Indenture, dated December 27, 2023, by and between Workhorse Group Inc. and U.S. Bank, National Association8-K12/28/2023
4.3Supplemental Indenture, dated December 27, 2023, by and between Workhorse Group Inc. and U.S. Bank, National Association8-K12/28/2023
4.4Form of Second Supplemental Indenture8-K3/15/2024
4.5Form of Third Supplemental Indenture8-K5/10/2024
4.6Form of Fourth Supplemental Indenture8-K5/29/2024
4.7Form of Fifth Supplemental Indenture8-K7/18/2024
4.8Form of Sixth Supplemental Indenture8-K8/23/2024
4.9Form of Seventh Supplemental Indenture8-K9/30/2024
4.10Eighth Supplemental Indenture8-K10/16/2024
4.11Ninth Supplemental Indenture8-K11/27/2024
4.12Tenth Supplemental Indenture8-K12/16/2024
4.13Eleventh Supplemental Indenture8-K1/27/2025
10.1Director Agreement by and between Workhorse Group Inc. and Raymond Chess dated October 24, 20138-K10/30/2013
10.2Form of Indemnification Agreement10-K3/1/2021
+ 10.3Employment Agreement between Workhorse Group Inc. and Ryan Gaul dated April 22, 20218-K4/26/2021
+ 10.4Employment Agreement between Workhorse Group Inc. and Richard Dauch dated July 26, 20218-K7/26/2021
+ 10.5Employment Agreement between Workhorse Group Inc. and James D. Harrington, dated August 16, 202110-K3/1/2022
+ 10.6Employment Agreement between Workhorse Group Inc. and Joshua Anderson, dated September 21, 202110-K3/1/2022
+ 10.7Employment Agreement between Robert Ginnan and Workhorse Group Inc. dated January 4, 20228-K1/4/2022
10.8Vehicle Supply and Purchase Agreement, dated February 28, 2022, between the Company and GreenPower Motor Company, Inc.8-K2/28/2022
10.9At-the-Market-Sales Agreement, dated March 10, 2022, between the Company and BTIG, LLC.8-K3/10/2022
+ 10.102017 Incentive Stock Plan10-Q8/9/2022
+ 10.112019 Incentive Stock Plan10-K3/13/2020
+ 10.12Form of Non-Statutory Option Award Agreement between Workhorse Group Inc. and Richard Dauch10-Q11/9/2021
+ 10.13Form of Executive Restricted Stock Award Agreement under 2019 Incentive Stock Plan10-K3/1/2022
+ 10.14Form of Performance Share Unit Award Agreement under 2019 Incentive Stock Plan10-K3/1/2022
+ 10.15Form of Executive Restricted Stock Award Agreement under 2017 Incentive Stock Plan and 2023 Long-Term Incentive Plan10-K3/1/2022
+ 10.16Form of Performance Share Unit Award Agreement under 2017 Incentive Stock Plan and 2023 Long-Term Incentive Plan10-K3/1/2022
+ 10.17Form of Director Restricted Stock Award Agreement under 2017 Incentive Stock Plan10-K3/1/2022
+ 10.18Short-Term Incentive Plan10-K3/1/2022
+ 10.19Workhorse Group Inc. 2023 Long-Term Incentive Plan, as amended and restated, effective as of May 2, 2023 (incorporated by reference to Appendix A to the registrant’s definitive additional materials as filed with the Securities and Exchange Commission on April 24, 2023).10-Q5/15/2023
10.20Floorplan and Security Agreement, dated as of August 10, 2023, by and between Workhorse Technologies Inc. and Mitsubishi HC Capital America, Inc.10-Q8/14/2023
10.21Form of Securities Purchase Agreement, dated December 12, 2023, by and between Workhorse Group Inc. and the purchaser thereto8-K12/12/2023
10.22Form of Note, dated December 12, 2023, by and between Workhorse Group Inc. and the holder thereto8-K12/12/2023
10.23Form of Warrant dated December 12, 2023, by and between Workhorse Group Inc. and the holder thereto8-K12/12/2023
10.24Purchase Agreement, dated December 12, 2023, by and between Workhorse Group Inc. and the purchaser thereto8-K12/12/2023
10.25Form of Registration Rights Agreement, dated December 12, 2023, by and between Workhorse Group Inc. and the purchaser thereto8-K12/12/2023
10.26Form of Security Agreement, dated December 27, 2023, by and between Workhorse Group Inc. and the investor party thereto8-K12/28/2023
10.27Form of Guaranty, Dated December 27, 2023, by and among the investor and the guarantors party thereto8-K12/28/2023
+ 10.28First Amendment to Employment Agreement, dated November 13, 2023, by and between Workhorse Group Inc. and Rick Dauch8-K11/14/2023
+ 10.29Form of Executive Restricted Stock Unit Award Agreement under 2023 Long-Term Incentive Plan10-K3/12/2024
+ 10.30Form of Director Restricted Stock Unit Award Agreement under 2023 Long-Term Incentive Plan10-K3/12/2024
+ 10.31Amendment to Employment Agreement and Salary Deferral Agreement, dated as of March 11, 2024, by and between the Company and Richard Dauch.10-Q5/20/2024
+ 10.32Amendment to Employment Agreement and Salary Deferral Agreement, dated as of March 11, 2024, by and between the Company and Robert Ginnan.10-Q5/20/2024
+ 10.33Amendment to Employment Agreement and Salary Deferral Agreement, dated as of March 11, 2024, by and between the Company and James Harrington.10-Q5/20/2024
10.34Purchase and Sale Agreement, dated as of January 31, 2024, between the Company and William Repny LLC8-K2/1/2024
10.35First Amendment to Green Senior Secured Convertible Note, dated February 29, 20248-K3/1/2024
10.36Form of Securities Purchase Agreement, dated as of March 15, 20248-K3/15/2024
10.37Material Modification to Rights of Security Holders.8-K3/12/2025
16.1Changes in Registrant’s Certifying Accountant8-K12/3/2024
16.2Changes in Registrant’s Certifying Accountant.8-K12/18/2024
19.1Insider Trading Policy†
21.1List of Subsidiaries†
23.1Consent of Berkowitz Pollack Brant Advisors + CPAs†
23.2Consent of Grant Thornton LLP†
31.1Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.†
31.2Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.†
32.1Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002†
32.2Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002†
97.1Clawback Policy, effective October 2, 2023†
101.INSInline XBRL INSTANCE DOCUMENT
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Labels Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Inline XBRL Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

† Exhibits that are filed with this report.

  • Indicates a management contract or compensatory arrangement.
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