Worksport Ltd
For the period ended Dec 31, 2025. Filed Mar 26, 2026.
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FY2025 · Filed Mar 26, 2026
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ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
The following documents are filed as part of this Annual Report on Form 10-K:
| Exhibit No.: | Description: | Previously Filed and Incorporated by Reference Herein: | Exhibit Number: |
|---|---|---|---|
| 1.1 | At the Market Offering Agreement, dated September 30, 2022, by and between the Company and H.C. Wainwright & Co., LLC. | Form S-3 (333-267696) filed September 30, 2022 | 1.1 |
| 1.2 | Amendment, dated November 14, 2025, to the At the Market Offering Agreement, dated September 30, 2022, by and between the Company and H.C. Wainwright & Co., LLC | Form S-3 (File No. 333-291582) filed November 14, 2025 | 1.2 |
| 3.1 | Amended and Restated Articles of Incorporation of Worksport Ltd. filed with the Nevada Secretary of State on May 7, 2021 | Form S-1 (File No. 333-256142) filed May 14, 2021 | 3.1 |
| 3.1.1 | Amended and Restated Certificate of Designation of the Series A Preferred Stock filed with the Nevada Secretary of State on March 20, 2019 | Form S-1 (File No. 333-256142) filed May 14, 2021 | 3.1.1 |
| 3.1.2 | Series B Preferred Stock Certificate of Designation filed with the Nevada Secretary of State on May 18, 2020 | Form S-1 (File No. 333-256142) filed May 14, 2021 | 3.1.2 |
| 3.1.3 | Amendment to the Amended and Restated Certificate of Designation of the Series A Preferred Stock filed with the Nevada Secretary of State on May 7, 2020 | Form S-1 (File No. 333-256142) filed May 14, 2021 | 3.1.3 |
| 3.1.4 | Amendment to the Amended and Restated Articles of Incorporation filed May 21, 2021 effecting the 1-for-20 Reverse Stock Split | Amendment No. 1 to Form S-1 (File No. 333-256142) filed July 8, 2021 | 3.1.4 |
| 3.1.5 | Certificate of Change to the Articles of Incorporation of Worksport Ltd., filed on March 14, 2025 to effect a 1-for-10 Reverse Stock Split of outstanding and authorized common stock | Form 8-K filed March 21, 2025 | 3.1 |
| 3.1.6 * | Amendment to the Articles of Incorporation effective March 19, 2025 | ||
| 3.1.7 | Certificate of Designation of 8% Series C Convertible Preferred Stock | Form 8-K filed June 18, 2025 | 3.1 |
| 3.2 | Amended and Restated Bylaws | Form 8-K, filed October 28, 2021 | 3.1 |
| 3.3 | Articles of Merger of TMAN Global.com, Inc. and Franchise Holdings International, Inc. | Form 10-K for the fiscal year ended December 31, 2018 filed May 13, 2019 | 3.1 |
| 4.1 | Form of Representative Warrant | Amendment No. 2 to Form S-1 (File No. 333-256142) filed July 16, 2021 | 4.2 |
| 4.2 | Form of Common Stock Purchase Warrant used in 2021 Private Placement | Amendment No. 2 to Form S-1 (File No. 333-256142) filed July 16, 2021 | 4.3 |
| 4.3 | Form of Pre-Funded Warrant, dated November 2, 2023 | Form 8-K filed November 3, 2023 | 4.1 |
| Exhibit No.: | Description: | Previously Filed and Incorporated by Reference Herein: | Exhibit Number: |
|---|---|---|---|
| 4.4 | Form of Warrant, dated November 2, 2023 | Form 8-K filed November 3, 2023 | 4.2 |
| 4.5 | Form of Pre-Funded Warrant, dated March 20, 2024 | Form 8-K filed March 20, 2024 | 4.1 |
| 4.6 | Form of Warrant, dated March 20, 2024 | Form 8-K filed March 20, 2024 | 4.2 |
| 4.7 | Form of Inducement Warrant, dated March 3, 2025 | Form 8-K filed February 28, 2025 | 4.1 |
| 4.8 | Form of Inducement Warrant, dated December 12, 2025 | Form 8-K filed December 11, 2025 | 4.1 |
| 4.9 | Form of Common Stock Purchase Warrant | Form 8-K filed June 18, 2025 | 10.3 |
| 4.10 | Description of Registrant’s Securities | Form 10-K for the fiscal year ended December 31, 2022 filed March 31, 2023 | 4.1 |
| 10.1 | Patent License Agreement, dated November 26, 2014 | Form 8-K filed December 17, 2014 | 10.2 |
| 10.2† | Employment Agreement, dated May 10, 2021, between Worksport Ltd. and Steven Rossi | Form 8-K filed May 12, 2021 | 10.1 |
| 10.3† | Worksport Ltd. 2015 Equity Incentive Plan | Amendment No. 1 to Form S-1 (File No. 333-256142) filed July 8, 2021 | 10.15 |
| 10.4 | Lease Agreement, dated April 16, 2021, between Worksport Ltd. and Majorcon Holdings, Inc. re 7299 East Danbro Crescent | Amendment No. 1 to Form S-1 (File No. 333-256142) filed July 8, 2021 | 10.16 |
| 10.5† | Worksport Ltd. 2021 Equity Incentive Plan | Form 10-K for the fiscal year ended December 31, 2022 filed March 31, 2023 | 10.20 |
| 10.6† | Worksport Ltd. 2022 Equity Incentive Plan | Form 10-K for the fiscal year ended December 31, 2022 filed March 31, 2023 | 10.21 |
| 10.7† | Performance Stock Unit award, dated November 11, 2022, to Steven Rossi | Form 10-Q for the fiscal quarter ended September 30, 2022 filed November 14, 2022 | 10.1 |
| 10.8† | Performance Stock Unit award, dated November 11, 2022, to Lorenzo Rossi | Form 10-Q for the fiscal quarter ended September 30, 2022 filed November 14, 2022 | 10.2 |
| 10.9† | Restricted Stock Award, dated November 11, 2022, to Steven Rossi | Form 10-Q for the fiscal quarter ended September 30, 2022 filed November 14, 2022 | 10.3 |
| 10.10 | Form of Securities Purchase Agreement, dated October 31, 2023 | Form 8-K filed November 3, 2023 | 10.1 |
| 10.11 | Form of Securities Purchase Agreement, dated March 18, 2024 | Form 8-K filed March 20, 2024 | 10.1 |
| 10.12 | Loan Agreement dated as of May 4, 2022, by and between the Company and Northeast Bank | Form 10-K for the fiscal year ended December 31, 2023 filed March 28, 2024 | 10.29 |
| 10.13† | Consulting Agreement dated as of July 23, 2024, by and between the Company and Steven Rossi | Form 8-K filed July 26, 2024 | 10.1 |
| 10.14 | Credit and Security Agreement dated September 4, 2024, between Worksport USA Operations Corporation and Loeb Term Solutions LLC | Form 8-K filed September 10, 2024 | 10.1 |
| Exhibit No.: | Description: | Previously Filed and Incorporated by Reference Herein: | Exhibit Number: |
|---|---|---|---|
| 10.15 | Term Promissory Note, dated September 4, 2024, by Worksport USA Operations Corporation to the benefit of Loeb Term Solutions LLC | Form 8-K filed September 10, 2024 | 10.2 |
| 10.16 | Guaranty dated September 4, 2024 by Worksport Ltd. | Form 8-K filed September 10, 2024 | 10.3 |
| 10.17 | Guaranty dated September 4, 2024 by Worksport New York Operations Limited | Form 8-K filed September 10, 2024 | 10.4 |
| 10.18 | Security Agreement dated September 4, 2024 by Worksport USA Operations Corporation | Form 8-K filed September 10, 2024 | 10.5 |
| 10.19 | Security Agreement dated September 4, 2024 by Worksport Ltd. | Form 8-K filed September 10, 2024 | 10.6 |
| 10.20 | Security Agreement dated September 4, 2024 by Worksport New York Operations Limited. | Form 8-K filed September 10, 2024 | 10.7 |
| 10.21 | Form of Inducement Letter, dated February 27, 2025 | Form 8-K filed February 28, 2025 | 10.1 |
| 10.22 | Form of Inducement Letter, dated December 11, 2025 | Form 8-K filed December 11, 2025 | 10.1 |
| 10.23 | Revolving Financing And Assignment Agreement, dated July 19, 2024, by and between Worksport New York Operations Corporation and Worksport USA Operations Corporation and Amerisource Funding, Inc. | Form 8-K filed July 25, 2024 | 10.1 |
| 10.24 | Amended, Restated and Consolidated Commercial Promissory Note, dated July 19, 2024, by Worksport New York Operations Corporation, and Worksport USA Operations Corporation to the benefit of Amerisource Funding, Inc. | Form 8-K filed July 25, 2024 | 10.2 |
| 10.25 | Securities Purchase Agreement, dated September 19, 2024 | Form 8-K filed September 20, 2024 | 10.1 |
| 10.26 | Stock Purchase Agreement, dated as of November 19, 2024 | Form 8-K filed November 21, 2024 | 10.1 |
| 10.27 | Selling Agency Agreement dated as of May 27, 2025, by and between the Company and Digital Offering LLC | Form 8-K filed June 18, 2025 | 10.1 |
| 10.28 | Form of Subscription Agreement | Form 8-K filed June 18, 2025 | 10.2 |
| 14.1 | Code of Ethics | Form 8-K filed July 2, 2021 | 14.1 |
| 19.1 | Insider Trading Policy and Procedures | Form 10-K for the fiscal year ended December 31, 2024 filed March 27, 2025 | 19.1 |
| 21.1 | List of Subsidiaries | Form 10-K for the fiscal year ended December 31, 2024 filed March 31, 2025 | 21.1 |
| Exhibit No.: | Description: | Previously Filed and Incorporated by Reference Herein: | Exhibit Number: |
| 23.1* | Consent of Lumsden & McCormick, LLP | ||
| 31.1* | Certification of Principal Executive Officer filed pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||
| 31.2* | Certification of Principal Financial Officer filed pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||
| 32.1** | Certification of Chief Executive Officer furnished pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||
| 32.2** | Certification of Chief Financial Officer furnished pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||
| 101 | Interactive Data Files | ||
| 101.INS | XBRL Instance Document | ||
| 101.SCH | XBRL Schema Document | ||
| 101.CAL | XBRL Calculation Linkbase Document | ||
| 101.DEF | XBRL Definition Linkbase Document | ||
| 101.LAB | XBRL Label Linkbase Document | ||
| 101.PRE | XBRL Presentation Linkbase Document | ||
| 104 | Cover Page Interactive Data File. | ||
†Management compensatory plan.
*Filed herewith.
**Furnished herewith and not to be incorporated by reference into any filing of Worksport Ltd. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.