Workhorse Reminds Shareholders to Vote Today FOR All Proposals

Rhea-AI Summary

Workhorse (Nasdaq: WKHS) reminded shareholders to vote FOR all proposals ahead of its Annual Meeting on November 12, 2025. Shareholders of record as of Sept 18, 2025 may vote online, during the virtual meeting, by returning a signed proxy card, or via broker instructions.

The company urged support for the proposed Workhorse–Motiv transaction, saying the deal would provide financial resources, a significant ownership stake for Workhorse shareholders in the combined company, and potential upside in the medium‑duty EV commercial vehicle market. The notice warns that failure to approve the transaction could leave Workhorse independent, facing liquidity issues and possible restructuring.

Positive

• Transaction offers potential upside participation for Workhorse shareholders
• Deal would provide access to additional financial resources for Workhorse

Negative

• Continued independence could result in liquidity issues and potential restructuring

Visit VoteWKHS.com for Information on How to Vote

CINCINNATI, Oct. 30, 2025 (GLOBE NEWSWIRE) -- Workhorse Group, Inc. (Nasdaq: WKHS) (“Workhorse” or “the Company”), an American technology company focused on pioneering the transition to zero-emission commercial vehicles, today reminded shareholders to take action and vote FOR all proposals in connection with Workhorse’s upcoming 2025 Annual General Meeting of Shareholders (the “Annual Meeting”). Shareholders of record as of the close of business on September 18, 2025, will be entitled to vote in connection with the Annual Meeting, which is scheduled for November 12, 2025.

Shareholders are encouraged to get their votes in before the Annual Meeting, and can visit www.VoteWKHS.com for more information on how to vote.

Workhorse mailed the following letter to shareholders:

ACTION REQUIRED: VOTE TODAY

VOTE FOR ALL PROPOSALS TODAY in connection with Workhorse’s upcoming Annual Meeting on November 12, 2025.

Why should Workhorse shareholders vote FOR all of the proposals?

By voting for the Workhorse – Motiv transaction, as well as the other eight proposals up for a vote, Workhorse shareholders will have the opportunity to participate in the upside of a leader in the medium-duty EV commercial vehicle market, with a significant ownership stake in the combined company.

Workhorse and Motiv are positioned to win the medium-duty EV market and create long-term shareholder value, but only with Workhorse shareholders’ vote.

What happens if Workhorse shareholders don’t vote?

If Workhorse shareholders do not vote for all proposals, the transaction with Motiv will not close, and Workhorse will have to continue as an independent company.

We will not get access to the financial resources the transaction would provide, and Workhorse shareholders would not have the opportunity to participate in the potential upside of the combined company. If Workhorse continues as an independent company, we will likely continue to face liquidity issues and may need to pursue a restructuring, in which shareholders’ equity would likely recover very little or no value.

How do Workhorse shareholders submit their vote?

You can vote FOR all proposals by:

1. 1. Voting online before the meeting at www.proxyvote.com
   2. Attending the Workhorse Annual Meeting virtually on November 12, 2025
   3. Voting online during the meeting at www.virtualshareholdermeeting.com/WKHS2025
   4. Completing, signing, dating, and returning a proxy card to the mailing address provided
      
      

If you are a beneficial owner of shares of Workhorse Common Stock, please refer to the vote instruction form provided by your broker, bank, or nominee.

Don’t miss out and don’t wait. Get your vote FOR all proposals in connection with the Annual Meeting in today.

Thank you for your continued support of Workhorse.

VOTE TODAY

Your vote is very important. It does not matter how many shares you own. Our Annual Meeting is scheduled for November 12, 2025.

If you previously voted against any of the proposals, you can change your vote. Shareholders can still vote FOR all proposals by submitting a new vote. We encourage you to do so today.

Vote today by proxy card, online or by phone. For more information and additional materials visit www.votewkhs.com.

SODALI & CO

430 Park Avenue
14th Floor
New York, NY 10022

Banks and Brokers Call: (203) 658-9400
Stockholders Call Toll Free: (800) 662-5200
E-mail: WKHS@investor.sodali.com

About Workhorse Group Inc.
Workhorse Group Inc. (Nasdaq: WKHS) is a technology company focused on pioneering the transition to zero-emission commercial vehicles. Workhorse designs and builds its vehicles in the United States at the Workhorse Ranch in Union City, Indiana. The company’s best-in-class vehicles are designed for last-mile delivery, medium-duty operations, and a growing range of specialized applications.

Media Contact:
Aaron Palash / Greg Klassen
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449

Investor Relations Contact:
Tom Colton and Greg Bradbury
Gateway Group
949-574-3860
WKHS@gateway-grp.com

Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 21E of the Exchange Act, and the Private Securities Litigation Reform Act of 1995, as amended. All statements other than statements of historical fact included in this press release, including, among other things, statements regarding the proposed Merger and other transactions described herein, future events, plans and anticipated results of operations, business strategies, the anticipated benefits of the proposed transactions, the anticipated impact of the proposed transaction on the combined company’s business and future financial and operating results, the expected amount and timing of synergies from the proposed transaction, the anticipated closing date for the proposed transaction and other aspects of either company’s operations or operating results are forward-looking statements. Some of these statements may be identified by the use of the words “plans”, “expects” or “does not expect”, “estimated”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, “targets”, “projects”, “contemplates”, “predicts”, “potential”, “continue”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “should”, “might”, “will” or “will be taken”, “occur” or “be achieved”.

Forward-looking statements are based on the opinions and estimates of management of Workhorse as of the date such statements are made, and they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. These risks and uncertainties could give rise to a delay in or the failure to consummate the Merger or the other transactions described herein (collectively, the “Transactions”). Some factors that could cause actual results to differ include the outcome of continuing discussions between the Workhorse and Motiv with respect to the Transactions, including the possibility that the parties may terminate certain of the Transactions or that the terms of certain of the Transactions may change; our ability to consummate the Transactions or achieve the expected synergies and/or efficiencies; potential regulatory delays; the industry and market reaction to this announcement; the effect of the announcement of the Transactions on the ability of the parties to operate their businesses and retain and hire key personnel and to maintain favorable business relationships; the possibility that the integration of the parties may be more difficult, time-consuming or costly than expected or that operating costs and business disruptions may be greater than expected; the ability to obtain regulatory and other approvals required to consummate the Transactions, including from Nasdaq; the risk that the price of our securities may be volatile due to a variety of factors; changes in laws, regulations, technologies, the global supply chain, and macro-economic and social environments affecting our business; and our ability to maintain compliance with Nasdaq rules and otherwise maintain our listing of securities on Nasdaq.

Additional information on these and other factors that may cause actual results and Workhorse’s performance to differ materially is included in Workhorse’s periodic reports filed with the SEC, including, but not limited to, Workhorse’s Annual Report on Form 10-K for the year ended December 31, 2024, including those factors described under the heading “Risk Factors” therein, and Workhorse’s subsequent Quarterly Reports on Form 10-Q. Copies of Workhorse’s filings with the SEC are available publicly on the SEC’s website at www.sec.gov or may be obtained by contacting Workhorse. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. These forward-looking statements are made only as of the date hereof, and Workhorse undertakes no obligations to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

FAQ

When is Workhorse's Annual Meeting and who can vote (WKHS)?

The Annual Meeting is scheduled for November 12, 2025; shareholders of record as of September 18, 2025 are entitled to vote.

How can WKHS shareholders vote for all proposals before the November 12, 2025 meeting?

Shareholders can vote online at www.proxyvote.com, during the virtual meeting at www.virtualshareholdermeeting.com/WKHS2025, by returning a signed proxy card, or via broker instructions.

What does the Workhorse–Motiv transaction mean for WKHS shareholders?

The company says a vote FOR would give shareholders a significant ownership stake in the combined company and access to additional financial resources.

What happens if WKHS shareholders do not approve the Motiv transaction?

Workhorse would remain independent, the company warned it would not receive the transaction's financial resources, and it could continue to face liquidity issues and possible restructuring.

Can WKHS shareholders change a prior vote before the November 12, 2025 meeting?

Yes; if you previously voted against proposals you can submit a new vote to vote FOR all proposals before the meeting.