Workhorse Shareholders: The Time to Vote for the Motiv Transaction is NOW

Rhea-AI Summary

Workhorse (Nasdaq: WKHS) urged shareholders to vote FOR its pending transaction with Motiv ahead of the November 25, 2025 Annual Meeting.

Shareholders of record as of September 18, 2025 are eligible to vote. The deadline to vote in advance is 11:59 PM ET on November 24, 2025. Methods to vote include online at proxyvote.com, attending the virtual meeting, voting at virtualshareholdermeeting.com/WKHS2025, returning a signed proxy card, or following broker instructions. The company says quorum is needed to close the Motiv transaction and warns that failure to approve could leave Workhorse to pursue a standalone path, including a potential restructuring.

Positive

• Annual Meeting scheduled for November 25, 2025
• Shareholders of record cutoff: September 18, 2025
• Advance vote deadline: November 24, 2025 11:59 PM ET
• Multiple voting methods: online, virtual, proxy card

Negative

• Transaction requires quorum; failure to approve prevents closing
• Company warns standalone path could cause little or no value for shares

Insights

Corporate governance and transaction analyst

Workhorse urges shareholders to approve the Motiv transaction before the November 25, 2025 meeting to reach quorum.

The company asks holders of record as of September 18, 2025 to vote by 11:59 pm ET on November 24, 2025 or attend the virtual meeting on November 25, 2025. The request frames the Motiv deal as a path to participate in a larger medium‑duty EV business and warns that failing to approve the transaction could force a standalone route with restructuring risks.

This is governance‑level, deal‑approval news tied to a clear near‑term corporate milestone. Key dependencies include achieving quorum and a shareholder majority for the transaction. Watch voting tallies and any supplemental disclosure on voting results around the meeting date; those will determine whether the transaction proceeds or the company pursues the alternative path mentioned.

Submit Your Vote in Advance of November 25, 2025, Annual Meeting

Visit VoteWKHS.com for Information on How to Vote

CINCINNATI, Nov. 18, 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 Workhorse shareholders to vote FOR its transaction with Motiv, as well as the other proposals, in connection with the upcoming 2025 Annual General Meeting of Shareholders (the “Annual Meeting”). Shareholders of record as of the close of business on September 18, 2025, are entitled to vote in connection with the Annual Meeting, which is scheduled for November 25, 2025.

Shareholders who have not already submitted their vote are encouraged to do so before the Annual Meeting, and can visit www.VoteWKHS.com for more information on how to vote.

Workhorse mailed the following letter to shareholders:

Dear Workhorse Shareholders,

The deadline to submit your vote is approaching fast. If you haven’t voted yet, get your vote in today FOR the Workhorse-Motiv transaction.

To complete the transaction and enable Workhorse shareholders to have the opportunity to participate in the potential upside of a leader in the medium-duty EV commercial vehicle market, we need to reach quorum for our meeting. Shareholders that have already voted are strongly supporting the transaction. Help us get to quorum so we can bring the benefits of the transaction to you: get your vote in TODAY.

Don’t miss out! If Workhorse shareholders do not get their votes in, the transaction with Motiv will not close and Workhorse will have to pursue a standalone path, including a potential restructuring that would likely result in your Workhorse investment having little or no value.

Voting is easy and only takes a few minutes. You can vote today FOR all proposals by:

• • Voting online before the meeting at www.proxyvote.com
  • Attending the Workhorse Annual Meeting virtually on November 25, 2025
  • Voting online during the meeting at www.virtualshareholdermeeting.com/WKHS2025
  • 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.

VOTE TODAY

Your vote is very important. It does not matter how many shares you own. Our Annual Meeting is scheduled for November 25, 2025. The deadline to vote in advance of the Annual Meeting is 11:59 pm ET on November 24.

Shareholders of record as of the close of business on September 18, 2025, will be entitled to vote at the meeting. If you have previously voted, there is nothing further you need to do.

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

What is the deadline to vote in advance for Workhorse (WKHS) on the Motiv transaction?

The deadline to vote in advance is 11:59 PM ET on November 24, 2025.

When is the Workhorse (WKHS) Annual Meeting to vote on the Motiv transaction?

The Annual Meeting is scheduled for November 25, 2025.

Who is eligible to vote at the Workhorse (WKHS) meeting on November 25, 2025?

Shareholders of record as of September 18, 2025 are entitled to vote.

How can I vote on the Workhorse (WKHS) proposals including the Motiv transaction?

You can vote online at proxyvote.com, attend the virtual meeting at virtualshareholdermeeting.com/WKHS2025, or return a signed proxy card.

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

Workhorse states the transaction will not close without quorum and it may pursue a standalone path, including a potential restructuring that could leave shares with little or no value.