Creditor gets new Workhorse (WKHS) stock warrant deal

Rhea-AI Filing Summary

Workhorse Group Inc. (WKHS) reported that Motive GM Holdings II LLC received warrants to purchase 1,500,000 shares of common stock on August 25, 2026. The warrants have an exercise price of $10.00 per share and expire on August 25, 2031, and were issued as consideration for amendments to certain credit agreements with Motive GM Holdings II LLC. GMIT Lending Company, LLC and Gary D. Magness may be deemed to beneficially own these securities through their interests in Motive GM Holdings II LLC, but each reporting person disclaims beneficial ownership except to the extent of its or his pecuniary interest.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Motive GM Holdings II LLC, GMIT Lending Company, LLC, MAGNESS GARY D

Role 10% Owner | 10% Owner | 10% Owner

Type	Security	Shares	Price	Value
Other	Warrants (right to buy) F1, F2	1,500,000	$0.00	$0.00

Holdings After Transaction: Warrants (right to buy) — 1,500,000 shares (Direct)

Footnotes (2)

1. F1. The warrants were issued as consideration for Motive GM Holdings II LLC ("MGMH") entering into amendments to certain credit agreements between the Issuer and MGMH.
2. F2. Mr. Magness serves as the manager of MGMH and, in such capacity, exercises voting and dispositive power over the securities held directly by MGMH; Mr. Magness also holds a direct membership in MGMH, and, by virtue of the foregoing, may be deemed to beneficially own the securities reported herein. GMIT Lending Company, LLC, for which Mr. Magness also serves as manager, is the majority member of MGMH and may be deemed to beneficially own the securities reported herein by virtue of its membership interest. Each Reporting Person disclaims beneficial ownership of the securities reported except to the extent of its or his pecuniary interest therein. The inclusion of the securities reported herein shall not be deemed an admission of beneficial ownership by any Reporting Person for Section 16 or any other purpose.

Key Figures

Warrants acquired: 1,500,000 warrants Underlying common shares: 1,500,000 shares Exercise price: $10.00 per share +3 more

6 metrics

Warrants acquired 1,500,000 warrants Warrants issued to Motive GM Holdings II LLC on August 25, 2026

Underlying common shares 1,500,000 shares Common Stock, $0.001 par value per share underlying the warrants

Exercise price $10.00 per share Conversion or exercise price of the warrants

Warrant grant date August 25, 2026 Transaction and exercise date of the warrants

Warrant expiration date August 25, 2031 Expiration date of the warrants held by Motive GM Holdings II LLC

Shares following transaction 1,500,000 warrants Total derivative securities held following the reported transaction

Key Terms

Warrants, beneficially own, dispositive power, pecuniary interest

4 terms

Warrants financial

"The warrants were issued as consideration for Motive GM Holdings II LLC"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

beneficially own financial

"may be deemed to beneficially own the securities reported herein"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

dispositive power financial

"exercises voting and dispositive power over the securities held directly"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

pecuniary interest financial

"disclaims beneficial ownership of the securities reported except to the extent of its or his pecuniary interest"

FAQ

What derivative securities were reported in this Form 4 for WKHS?

The filing reports warrants to purchase 1,500,000 shares of Workhorse Group Inc. common stock held by Motive GM Holdings II LLC, with an exercise price of $10.00 per share and an expiration date of August 25, 2031.

Who holds the 1,500,000 Workhorse Group (WKHS) warrants reported here?

The 1,500,000 warrants are held directly by Motive GM Holdings II LLC. GMIT Lending Company, LLC and Gary D. Magness may be deemed to beneficially own these securities through their interests in Motive GM Holdings II LLC, subject to disclaimers of beneficial ownership.

What was the consideration for issuing the 1,500,000 WKHS warrants?

The warrants were issued as consideration for Motive GM Holdings II LLC entering into amendments to certain credit agreements between Workhorse Group Inc. and Motive GM Holdings II LLC, according to the filing footnote.

What are the key terms of the Workhorse Group (WKHS) warrants disclosed?

The warrants cover 1,500,000 underlying common shares of Workhorse Group Inc., have an exercise price of $10.00 per share, were dated August 25, 2026, and have an expiration date of August 25, 2031.

How do the reporting persons describe their beneficial ownership of the WKHS warrants?

GMIT Lending Company, LLC and Gary D. Magness may be deemed to beneficially own the securities through their interests in Motive GM Holdings II LLC, but each reporting person disclaims beneficial ownership of the securities reported except to the extent of its or his pecuniary interest.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/25/2026 - 05:29 PM Accepted by SEC EDGAR 08/25/2026 - 05:29 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Motive GM Holdings II LLC

(Last) (First) (Middle)

4643 SOUTH ULSTER STREET

SUITE 1400

(Street)

DENVER COLORADO 80237

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Workhorse Group Inc. [ WKHS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants (right to buy)	$10	08/25/2026		J(1)		1,500,000		08/25/2026	08/25/2031	Common Stock, $0.001 par value per share	1,500,000	$0(1)	1,500,000	D(2)

1. Name and Address of Reporting Person^*

Motive GM Holdings II LLC

(Last) (First) (Middle)

4643 SOUTH ULSTER STREET

SUITE 1400

(Street)

DENVER COLORADO 80237

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

GMIT Lending Company, LLC

(Last) (First) (Middle)

4643 SOUTH ULSTER STREET

SUITE 1400

(Street)

DENVER COLORADO 80237

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

MAGNESS GARY D

(Last) (First) (Middle)

4643 SOUTH ULSTER STREET

SUITE 1400

(Street)

DENVER COLORADO 80237

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The warrants were issued as consideration for Motive GM Holdings II LLC ("MGMH") entering into amendments to certain credit agreements between the Issuer and MGMH.

2. Mr. Magness serves as the manager of MGMH and, in such capacity, exercises voting and dispositive power over the securities held directly by MGMH; Mr. Magness also holds a direct membership in MGMH, and, by virtue of the foregoing, may be deemed to beneficially own the securities reported herein. GMIT Lending Company, LLC, for which Mr. Magness also serves as manager, is the majority member of MGMH and may be deemed to beneficially own the securities reported herein by virtue of its membership interest. Each Reporting Person disclaims beneficial ownership of the securities reported except to the extent of its or his pecuniary interest therein. The inclusion of the securities reported herein shall not be deemed an admission of beneficial ownership by any Reporting Person for Section 16 or any other purpose.

Remarks:

	/s/ Gary Magness, Motive GM Holdings II LLC	08/25/2026
	/s/ Gary Magness	08/25/2026
	/s/ Gary Magness, GMIT Lending Company, LLC	08/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)