Lucid Group (NASDAQ: LCID) gets approval for reverse stock split

Rhea-AI Filing Summary

Lucid Group, Inc. reported that its stockholders approved an amendment to its Third Amended and Restated Certificate of Incorporation to allow the Board of Directors, at its discretion, to implement a reverse stock split of the company’s common stock.

The proposal was presented at a special meeting of stockholders held on August 18, 2025, following proxy materials filed in late July and early August. The amendment received strong support, with 2,428,788,369 votes for, 35,327,834 votes against, and 2,247,966 abstentions, giving the board flexibility to adjust the share count and share price structure in the future if it chooses to effect a reverse split.

Insights

Corporate governance analyst

Shareholders grant Lucid’s board flexibility to execute a reverse split if needed.

Lucid Group stockholders approved an amendment that permits the Board of Directors, at its discretion, to carry out a reverse stock split of the common stock. This does not automatically change the share count today, but it authorizes the board to consolidate shares in the future without seeking another stockholder vote on this specific action.

The voting results show substantial support, with 2,428,788,369 votes in favor versus 35,327,834 against and 2,247,966 abstentions. The amendment provides structural flexibility that boards often use to manage listing requirements or share price considerations, though any actual reverse split would depend on a future board decision and market conditions disclosed at that time.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Understanding 8-K Material Events →

FALSE000181121000018112102025-08-182025-08-18

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): August 18, 2025

Lucid Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware			001-39408			85-0891392
(State or other jurisdiction of incorporation or organization)			(Commission File Number)			(I.R.S. Employer Identification No.)
7373 Gateway Boulevard Newark, CA						94560
(Address of Principal Executive Offices)						(Zip Code)

Registrant's telephone number, including area code: (510) 648-3553

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.0001 par value per share

LCID

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On August 18, 2025, Lucid Group, Inc. (“Lucid” or the “Company”) held a special meeting of stockholders (the “Special Meeting”). The matter listed below was submitted to a vote of the Company’s stockholders at the Special Meeting through the solicitation of proxies. Detailed descriptions of the proposal are included in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on July 28, 2025 and definitive additional materials on Schedule 14A filed with the SEC on August 8, 2025.

1.The stockholders approved an amendment to the Company’s Third Amended and Restated Certificate of Incorporation to effect, at the discretion of the Company’s Board of Directors, a reverse stock split of the common stock.

Votes For			Votes Against			Abstentions
2,428,788,369			35,327,834			2,247,966

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 22, 2025
			LUCID GROUP, INC.
			By:			/s/ Taoufiq Boussaid
						Taoufiq Boussaid
						Chief Financial Officer

FAQ

What did Lucid Group (LCID) stockholders approve at the special meeting on August 18, 2025?

Stockholders approved an amendment to Lucid’s Third Amended and Restated Certificate of Incorporation that allows the Board of Directors, at its discretion, to implement a reverse stock split of the company’s common stock.

Does the Lucid (LCID) vote mean a reverse stock split happens immediately?

No. The approval authorizes the Board of Directors to effect a reverse stock split at its discretion; it does not by itself immediately change the number of outstanding shares.

How strong was stockholder support for Lucid’s reverse stock split authorization?

The proposal received 2,428,788,369 votes for, 35,327,834 votes against, and 2,247,966 abstentions, indicating strong approval among voting stockholders.

What part of Lucid’s governing documents is affected by this amendment?

The amendment modifies Lucid’s Third Amended and Restated Certificate of Incorporation to include the option for the board to carry out a reverse stock split of the common stock.

Where can Lucid (LCID) investors find more detail on the reverse split proposal?

Detailed descriptions of the proposal are in Lucid’s definitive proxy statement on Schedule 14A filed on July 28, 2025, and definitive additional materials on Schedule 14A filed on August 8, 2025.

What type of meeting did Lucid hold for the reverse stock split vote?

Lucid held a special meeting of stockholders on August 18, 2025, specifically to vote on the reverse stock split authorization proposal.