Workhorse insider: Jacqueline Dedo receives 60,607 RSUs with cash-settlement option

Rhea-AI Filing Summary

Workhorse Group Inc. director Jacqueline A. Dedo received a grant of 60,607 restricted stock units (RSUs) reported under Section 16. The RSUs were granted on 08/18/2025 and vest on 02/18/2026, and each RSU represents a contingent right to one share of the company’s common stock that may be settled in cash at the discretion of the Board. Following the reported transaction, Ms. Dedo is shown as directly owning 60,607 RSUs (reflecting the granted units).

Insights

Corporate Governance Expert

TL;DR: Routine director equity grant aligns board interests with shareholders without signaling material change to control or capital structure.

The reported RSU award to a director is a standard compensation mechanism to align a director’s incentives with long-term shareholder value. The grant vests in roughly six months, which is a relatively short vesting schedule for director awards and may aim to retain or incentivize near-term alignment. The Board’s discretion to settle in cash introduces flexibility that could limit share dilution but also means the ultimate settlement form is uncertain until vesting.

Securities Analyst

TL;DR: The transaction is non-cash compensation and is likely immaterial to valuation absent additional grants or large outstanding equity changes.

The 60,607 RSUs reflect a non-derivative grant convertible to one share per unit on vesting. Absent disclosure of total outstanding shares or other concurrent equity events, this single director grant does not by itself indicate a material financing or dilution event. Investors would need aggregate share counts or additional compensation disclosures to assess quantitative impact on share count or earnings per share.

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

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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^*

DEDO JACQUELINE A

(Last) (First) (Middle)

C/O WORKHORSE GROUP INC.

3600 PARK 42 DRIVE, SUITE 160E

(Street)

SHARONVILLE OH 45241

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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

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

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

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
Restricted Stock Units	(1)	08/18/2025		A		60,607		02/18/2026(1)	02/18/2026(1)	Common Stock, $0.001 par value per share	60,607	$0	60,607	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of common stock of Workhorse Group Inc. (the "Company"), vesting on February 18, 2026. Upon vesting, the RSUs may be settled in cash at the discretion of the Company's Board of Directors.

Remarks:

	/s/ Arthur McMahon, attorney-in-fact for Jacqueline A. Dedo	08/20/2025
	** 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.

FAQ

What did Jacqueline A. Dedo receive according to the WKHS Form 4?

The Form 4 reports a grant of 60,607 restricted stock units (RSUs) to Jacqueline A. Dedo.

When do the RSUs granted to the director vest?

The RSUs are reported to vest on 02/18/2026.

Can the RSUs be settled in cash or only in shares?

The filing states each RSU may be settled in cash at the discretion of the Board upon vesting.

How many RSUs does Ms. Dedo beneficially own after the transaction?

Following the reported transaction, Ms. Dedo is shown as directly owning 60,607 RSUs.

What type of reporting form was used for this disclosure?

This disclosure was made on a SEC Form 4, which reports changes in beneficial ownership by insiders.