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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): October 16, 2026
APTERA
MOTORS CORP.
(Exact
name of Registrant as Specified in Its Charter)
| Delaware |
|
001-42884 |
|
83-4079594 |
| (State or Other Jurisdiction |
|
(Commission |
|
(IRS Employer |
| of Incorporation) |
|
File Number) |
|
Identification No.) |
| 5818 El Camino Real |
|
|
| Carlsbad, California |
|
92008 |
| (Address of Principal
Executive Offices) |
|
(Zip Code) |
Registrant’s
Telephone Number, Including Area Code: (858) 371-3151
Not
Applicable
(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:
| ☐ |
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 B Common Stock, par
value $0.0001 per share |
|
SEV |
|
Nasdaq Capital Market |
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
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
The
Board of Directors of Aptera Motors Corp. (the “Company”) approved an amendment (the “Amendment”), effective
as of October 16, 2026, to the engagement letter, dated August 25, 2025, by and between the Company and Tom DaPolito, the Company’s
Interim Chief Financial Officer (the “Engagement Agreement”).
The
Amendment: (i) extends the term of the Engagement Agreement through October 16, 2027, unless terminated earlier in accordance with its
terms; (ii) provides that all of Mr. DaPolito’s outstanding and unvested stock options will vest in full immediately upon a change
of control of the Company, whether or not his engagement is terminated; and (iii) extends the period during which Mr. DaPolito may exercise
his vested stock options to three years (but not beyond the original expiration date) following any termination of his engagement, other
than a termination by the Company for Cause (as defined in the Engagement Agreement). All other terms of the Engagement Agreement remain
in full force and effect.
The
foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text
of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
The
following exhibits are filed herewith:
| Exhibit No. |
|
Description |
| 10.1# |
|
Amendment No. 1 to Engagement Agreement, effective October 16, 2026, by and between the Company and Tom DaPolito. |
| 104 |
|
Cover Page Interactive
Data File (embedded within the Inline XBRL document). |
#
Management contract or compensatory plan or arrangement.
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.
| |
Aptera Motors Corp. |
| |
|
|
| |
By: |
/s/
Chris Anthony |
| |
Name: |
Chris
Anthony |
| |
Title: |
Co-Chief
Executive Officer |
| |
|
|
| Date: October 21, 2026 |
|
|
