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Worksport Ltd

For the period ended Dec 31, 2025. Filed Mar 26, 2026.

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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.

FY2025 · Filed Mar 26, 2026

WKSP$0.29-1.5%Stored close · as of Nov 10, 2026

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Contents

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:
1.1At 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, 20221.1
1.2Amendment, 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., LLCForm S-3 (File No. 333-291582) filed November 14, 20251.2
3.1Amended and Restated Articles of Incorporation of Worksport Ltd. filed with the Nevada Secretary of State on May 7, 2021Form S-1 (File No. 333-256142) filed May 14, 20213.1
3.1.1Amended and Restated Certificate of Designation of the Series A Preferred Stock filed with the Nevada Secretary of State on March 20, 2019Form S-1 (File No. 333-256142) filed May 14, 20213.1.1
3.1.2Series B Preferred Stock Certificate of Designation filed with the Nevada Secretary of State on May 18, 2020Form S-1 (File No. 333-256142) filed May 14, 20213.1.2
3.1.3Amendment to the Amended and Restated Certificate of Designation of the Series A Preferred Stock filed with the Nevada Secretary of State on May 7, 2020Form S-1 (File No. 333-256142) filed May 14, 20213.1.3
3.1.4Amendment to the Amended and Restated Articles of Incorporation filed May 21, 2021 effecting the 1-for-20 Reverse Stock SplitAmendment No. 1 to Form S-1 (File No. 333-256142) filed July 8, 20213.1.4
3.1.5Certificate 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 stockForm 8-K filed March 21, 20253.1
3.1.6 *Amendment to the Articles of Incorporation effective March 19, 2025
3.1.7Certificate of Designation of 8% Series C Convertible Preferred StockForm 8-K filed June 18, 20253.1
3.2Amended and Restated BylawsForm 8-K, filed October 28, 20213.1
3.3Articles 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, 20193.1
4.1Form of Representative WarrantAmendment No. 2 to Form S-1 (File No. 333-256142) filed July 16, 20214.2
4.2Form of Common Stock Purchase Warrant used in 2021 Private PlacementAmendment No. 2 to Form S-1 (File No. 333-256142) filed July 16, 20214.3
4.3Form of Pre-Funded Warrant, dated November 2, 2023Form 8-K filed November 3, 20234.1
Exhibit No.:Description:Previously Filed and Incorporated by Reference Herein:Exhibit Number:
4.4Form of Warrant, dated November 2, 2023Form 8-K filed November 3, 20234.2
4.5Form of Pre-Funded Warrant, dated March 20, 2024Form 8-K filed March 20, 20244.1
4.6Form of Warrant, dated March 20, 2024Form 8-K filed March 20, 20244.2
4.7Form of Inducement Warrant, dated March 3, 2025Form 8-K filed February 28, 20254.1
4.8Form of Inducement Warrant, dated December 12, 2025Form 8-K filed December 11, 20254.1
4.9Form of Common Stock Purchase WarrantForm 8-K filed June 18, 202510.3
4.10Description of Registrant’s SecuritiesForm 10-K for the fiscal year ended December 31, 2022 filed March 31, 20234.1
10.1Patent License Agreement, dated November 26, 2014Form 8-K filed December 17, 201410.2
10.2†Employment Agreement, dated May 10, 2021, between Worksport Ltd. and Steven RossiForm 8-K filed May 12, 202110.1
10.3†Worksport Ltd. 2015 Equity Incentive PlanAmendment No. 1 to Form S-1 (File No. 333-256142) filed July 8, 202110.15
10.4Lease Agreement, dated April 16, 2021, between Worksport Ltd. and Majorcon Holdings, Inc. re 7299 East Danbro CrescentAmendment No. 1 to Form S-1 (File No. 333-256142) filed July 8, 202110.16
10.5†Worksport Ltd. 2021 Equity Incentive PlanForm 10-K for the fiscal year ended December 31, 2022 filed March 31, 202310.20
10.6†Worksport Ltd. 2022 Equity Incentive PlanForm 10-K for the fiscal year ended December 31, 2022 filed March 31, 202310.21
10.7†Performance Stock Unit award, dated November 11, 2022, to Steven RossiForm 10-Q for the fiscal quarter ended September 30, 2022 filed November 14, 202210.1
10.8†Performance Stock Unit award, dated November 11, 2022, to Lorenzo RossiForm 10-Q for the fiscal quarter ended September 30, 2022 filed November 14, 202210.2
10.9†Restricted Stock Award, dated November 11, 2022, to Steven RossiForm 10-Q for the fiscal quarter ended September 30, 2022 filed November 14, 202210.3
10.10Form of Securities Purchase Agreement, dated October 31, 2023Form 8-K filed November 3, 202310.1
10.11Form of Securities Purchase Agreement, dated March 18, 2024Form 8-K filed March 20, 202410.1
10.12Loan Agreement dated as of May 4, 2022, by and between the Company and Northeast BankForm 10-K for the fiscal year ended December 31, 2023 filed March 28, 202410.29
10.13†Consulting Agreement dated as of July 23, 2024, by and between the Company and Steven RossiForm 8-K filed July 26, 202410.1
10.14Credit and Security Agreement dated September 4, 2024, between Worksport USA Operations Corporation and Loeb Term Solutions LLCForm 8-K filed September 10, 202410.1
Exhibit No.:Description:Previously Filed and Incorporated by Reference Herein:Exhibit Number:
10.15Term Promissory Note, dated September 4, 2024, by Worksport USA Operations Corporation to the benefit of Loeb Term Solutions LLCForm 8-K filed September 10, 202410.2
10.16Guaranty dated September 4, 2024 by Worksport Ltd.Form 8-K filed September 10, 202410.3
10.17Guaranty dated September 4, 2024 by Worksport New York Operations LimitedForm 8-K filed September 10, 202410.4
10.18Security Agreement dated September 4, 2024 by Worksport USA Operations CorporationForm 8-K filed September 10, 202410.5
10.19Security Agreement dated September 4, 2024 by Worksport Ltd.Form 8-K filed September 10, 202410.6
10.20Security Agreement dated September 4, 2024 by Worksport New York Operations Limited.Form 8-K filed September 10, 202410.7
10.21Form of Inducement Letter, dated February 27, 2025Form 8-K filed February 28, 202510.1
10.22Form of Inducement Letter, dated December 11, 2025Form 8-K filed December 11, 202510.1
10.23Revolving 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, 202410.1
10.24Amended, 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, 202410.2
10.25Securities Purchase Agreement, dated September 19, 2024Form 8-K filed September 20, 202410.1
10.26Stock Purchase Agreement, dated as of November 19, 2024Form 8-K filed November 21, 202410.1
10.27Selling Agency Agreement dated as of May 27, 2025, by and between the Company and Digital Offering LLCForm 8-K filed June 18, 202510.1
10.28Form of Subscription AgreementForm 8-K filed June 18, 202510.2
14.1Code of EthicsForm 8-K filed July 2, 202114.1
19.1Insider Trading Policy and ProceduresForm 10-K for the fiscal year ended December 31, 2024 filed March 27, 202519.1
21.1List of SubsidiariesForm 10-K for the fiscal year ended December 31, 2024 filed March 31, 202521.1
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
101Interactive Data Files
101.INSXBRL Instance Document
101.SCHXBRL Schema Document
101.CALXBRL Calculation Linkbase Document
101.DEFXBRL Definition Linkbase Document
101.LABXBRL Label Linkbase Document
101.PREXBRL Presentation Linkbase Document
104Cover 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.

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