Workhorse Group grants 38,105 RSUs to director

O'Leary Matthew C. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

O'Leary Matthew C. reported acquisition or exercise transactions in this Form 4 filing.

Workhorse Group Inc. granted director Matthew C. O'Leary 38,105 restricted stock units (RSUs), each representing a contingent right to receive one share of common stock. Of these, 31,250 RSUs vest in a single installment on the earlier of June 29, 2027 or the 2027 annual stockholders' meeting, while 6,855 RSUs vested immediately on the grant date. For the 31,250-unit tranche, the underlying shares are to be delivered within 60 days after his separation from service or upon an earlier change in control.

Insider Trade Summary

Grant/Award: 38,105 shares

Grant/Award 1 txn

Insider O'Leary Matthew C.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, $0.001 par value per share F1	38,105	$0.00	$0.00

Holdings After Transaction: Common Stock, $0.001 par value per share — 38,105 shares (Direct)

Footnotes (1)

1. F1. Represents restricted stock units ("RSUs") granted to the Reporting Person. Each RSU represents a contingent right to receive one share of common stock of the Issuer. Of the RSUs reported, 31,250 will vest in one installment on the earlier of June 29, 2027 and the date of the Issuer's 2027 annual stockholder's meeting, and the vested shares will be delivered to the Reporting Person within 60 days following the date upon which the reporting person has a separation from service from the Issuer or in connection with any earlier change in control of the Issuer. The remaining 6,855 RSUs fully vested as of the date of grant.

Key Figures

RSUs granted: 38,105 units RSUs vesting in 2027 tranche: 31,250 units Immediately vested RSUs: 6,855 units +2 more

5 metrics

RSUs granted 38,105 units Total restricted stock units awarded to Matthew C. O'Leary on 2026-07-17

RSUs vesting in 2027 tranche 31,250 units Vest in one installment on the earlier of June 29, 2027 or the 2027 annual stockholders' meeting

Immediately vested RSUs 6,855 units Portion of the award fully vested as of the grant date

Post-transaction holdings 38,105 units Total RSUs/underlying shares reported following the award

Share delivery window 60 days Delivery timing after separation from service or earlier change in control for the 31,250-unit tranche

Key Terms

restricted stock units ("RSUs"), separation from service, change in control

3 terms

restricted stock units ("RSUs") financial

"Represents restricted stock units ("RSUs") granted to the Reporting Person."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

separation from service financial

"within 60 days following the date upon which the reporting person has a separation from service"

change in control financial

"or in connection with any earlier change in control of the Issuer."

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity award did Workhorse Group (WKHS) grant to Matthew C. O'Leary?

Workhorse Group Inc. granted director Matthew C. O'Leary 38,105 restricted stock units (RSUs), each linked to one share of common stock. This award increases his equity-based compensation and aligns part of his remuneration with the company’s future share performance.

How many Workhorse Group (WKHS) RSUs for Matthew C. O'Leary vest in 2027 and when?

Of O'Leary's award, 31,250 RSUs will vest in one installment on the earlier of June 29, 2027 or the date of Workhorse Group’s 2027 annual stockholders' meeting, creating a medium-term equity incentive tied to his continued board service.

How many of Matthew C. O'Leary's Workhorse (WKHS) RSUs vested immediately?

The grant includes 6,855 RSUs that fully vested as of the grant date. These vested units represent an immediately earned portion of his equity award, while the larger 31,250-unit tranche remains subject to future time-based vesting conditions.

When will Matthew C. O'Leary receive shares from his 31,250 Workhorse (WKHS) RSUs?

For the 31,250 RSUs vesting in 2027, the underlying shares are to be delivered within 60 days after O'Leary’s separation from service with Workhorse Group or in connection with any earlier change in control of the company, deferring actual share delivery.

Was Matthew C. O'Leary's Workhorse (WKHS) RSU grant under a Rule 10b5-1 trading plan?

The award was not indicated as made under a Rule 10b5-1 trading plan, as the Rule 10b5-1 checkbox for the reported transaction is not marked. This characterizes the grant as a standard equity compensation award rather than a pre-arranged trading-plan transaction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/20/2026 - 06:03 PM EDT 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^*

O'Leary Matthew C.

(Last) (First) (Middle)

C/O WORKHORSE GROUP INC.

48443 ALPHA DRIVE, #190

(Street)

WIXOM MICHIGAN 48393

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/17/2026

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

X	Form filed by One Reporting Person
	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
Common Stock, $0.001 par value per share	07/17/2026		A		38,105(1)	A	$0	38,105	D

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

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 the Issuer. Of the RSUs reported, 31,250 will vest in one installment on the earlier of June 29, 2027 and the date of the Issuer's 2027 annual stockholder's meeting, and the vested shares will be delivered to the Reporting Person within 60 days following the date upon which the reporting person has a separation from service from the Issuer or in connection with any earlier change in control of the Issuer. The remaining 6,855 RSUs fully vested as of the date of grant.

Remarks:

	/s/ Matthew C. O'Leary	07/20/2026
	** 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)