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2026-06-05
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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): June 5, 2026
WORKSPORT
LTD.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-40681 |
|
35-2696895 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
2500
N America Dr
West
Seneca, New York 14224
(Address
of principal executive offices) (ZIP Code)
(888)
554-8789
Registrant’s
telephone number, including area code
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
Symbols |
|
Name
of each exchange on which registered |
| Common |
|
WKSP |
|
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
3.02. Unregistered Sales of Equity Securities.
On
June 5, 2026, Worksport Ltd. (the “Company”) issued 79,618 shares of its common stock, par value $0.001 per share (the “Common
Stock”), to its Chief Executive Officer, Steven Rossi, at a purchase price of $0.6280 per share, which represented the closing
price of the Common Stock on the Nasdaq Capital Market on June 5, 2026, for an aggregate purchase price of $50,000.10.
The
shares were issued pursuant to a Stock Purchase Agreement between the Company and Mr. Rossi and the purchase price was satisfied through
the offset of previously accrued and unpaid bonus compensation owed by the Company to Mr. Rossi. The transaction was approved by the
Company’s Board of Directors.
The
issuance of the shares was made in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended,
afforded by Section 4(a)(2) thereof, as a transaction not involving any public offering.
Item
7.01. Regulation FD Disclosure.
On
June 9, 2026, the Company issued a press release announcing that its Chief Executive Officer elected to receive shares of the Company’s
Common Stock in lieu of cash payment of a portion of his accrued bonus compensation. A copy of the press release is furnished herewith
as Exhibit 99.1.
The
information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, except as expressly set forth
by specific reference in such filing.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release, dated June 9, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| |
WORKSPORT LTD. |
| |
|
| Date: June 9, 2026 |
By: |
/s/ Steven
Rossi |
| |
Name: |
Steven Rossi |
| |
Title: |
Chief
Executive Officer
(Principal
Executive Officer) |
Exhibit 99.1
Worksport
Ltd. Reports Additional $50,000 CEO Insider Stock Acquisition, Reinforcing Confidence in Long-Term Value Creation
Founder
& CEO continues to acquire equity, reflecting his confidence in the Company’s progress toward achieving operational
cash-flow positivity and his belief that the Company’s current market valuation, trading significantly below book-value. does
not fully reflect its underlying business, or growth potential.
West
Seneca, New York, June 9, 2026 — Worksport Ltd. (NASDAQ: WKSP) (“Worksport” or the “Company”), a U.S.-based
innovator and manufacturer of hybrid and clean energy solutions primarily for the light truck, overlanding, and global consumer goods
markets, today announced that its Founder and Chief Executive Officer, Steven Rossi, has elected to receive 79,618 shares of the Company’s
common stock in lieu of receiving $50,000 in cash compensation otherwise payable to him.
The
shares were issued to Rossi pursuant to a Stock Purchase Agreement dated June 5, 2026, between Mr. Rossi and the Company at a purchase
price of $0.6280 per share, representing the closing price of the Company’s common stock on the Nasdaq Capital Market on June 5,
2026.
This
marks the second time Mr. Rossi has elected to receive Company shares in satisfaction of accrued compensation. As previously announced,
in April 2026, Mr. Rossi elected to receive 88,214 shares of common stock in lieu of $75,000 in accrued cash compensation.
Mr.
Rossi’s continued reflects his confidence in the Company’s long-term strategy and his belief that the Company’s current
market valuation does not fully reflect its asset base, growth trajectory, expanding sales channels, intellectual property portfolio,
and progress toward achieving operational cash-flow positivity.
Over
the past several years, Worksport has grown annual revenue from approximately $1.5 million in 2023 to $8.5 million in 2024 and $16.1
million in 2025, while simultaneously expanding gross margins, increasing dealer penetration, commercializing new products and investing
in infrastructure designed to support future growth.
Worksport
continues to pursue its stated objective of achieving operational cash-flow positivity through growing sales, expanding distribution,
improving manufacturing efficiencies and advancing its recently launched clean-energy solutions.
Management
also believes that the continued commercial rollout of the Company’s Nexus Tonneau Cover, launched in April 2026, together with
the Company’s broader commercialization initiatives, will support its long-term growth objectives.
CEO
Commentary
“I
continue to believe that Worksport is trading materially below the value of the business we have built,” said Steven Rossi,
Founder and Chief Executive Officer.
“Over
the last several years, we have transformed Worksport through substantial investments in manufacturing, inventory, product development,
distribution, intellectual property, and brand equity. During that time, our revenue has continued to grow, our margins have continued
to improve, and we have made significant progress toward achieving operational cash-flow positivity.
“While
market conditions and sentiment can fluctuate, my conviction in the Company remains unwavering. My decision to receive shares instead
of cash compensation reflects my strong belief that the market has not yet fully recognized the strength of our assets, the progress
we have made, or the opportunities that lie ahead. I have tremendous confidence in our team and remain highly optimistic about our ability
to execute our strategy and create long-term shareholder value.”
Management
remains focused on disciplined execution, operational efficiency, revenue growth, and strengthening the Company’s position across
both its core and emerging business segments.
Stay
tuned for more information and join our mailing list to stay up to date with the latest: Join Worksport’s Newsletter
Contacts
Investor
Relations, Worksport Ltd. T: 1 (888) 554-8789-128
W:
investors.worksport.com W: www.worksport.com E: investors@worksport.com
Connect
with Worksport Chief Executive Officer, Steven Rossi
Steven
Rossi X (Twitter)
Steven
Rossi LinkedIn
About
Worksport
Worksport
Ltd. (Nasdaq: WKSP), through its subsidiaries, designs, develops, manufactures, and owns the intellectual property on a variety of tonneau
covers, solar integrations, portable power systems, and clean heating & cooling solutions. Worksport has an active partnership
with Hyundai for the SOLIS Solar cover. Additionally, Worksport’s hard-folding cover, designed and manufactured in-house, is compatible
with all major truck models and is gaining traction with newer truck makers including the electric vehicle (EV) sector. Worksport
seeks to capitalize on the growing shift of consumer mindsets towards clean energy integrations with its proprietary solar solutions,
mobile energy storage systems (ESS), and Cold-Climate Heat Pump (CCHP) technology. Terravis Energy’s website is terravisenergy.com.
Connect
with Worksport
Please follow the Company’s social media accounts on X (previously
Twitter), Facebook, LinkedIn, YouTube, and Instagram, the links of which are links to external
third-party websites, as well as sign up for the Company’s newsletters at investors.worksport.com.
Social
Media Disclaimer
The
Company does not endorse, ensure the accuracy of, or accept any responsibility for any content on these third-party websites other than
content published by the Company. Investors and others should note that the Company announces material financial information to our investors
using our investor relations website, press releases, Securities and Exchange Commission (“SEC”) filings, and public conference
calls and webcasts. The Company also uses social media to announce Company news and other information. The Company encourages investors,
the media, and others to review the information the Company publishes on social media. The Company does not selectively disclose material
non-public information on social media. If there is any significant financial information, the Company will release it broadly to the
public through a press release or SEC filing prior to publishing it on social media.
Forward-Looking
Statements
The
information contained herein may contain “forward-looking statements.” Forward-looking statements reflect the current view
about future events. When used in this press release, the words “anticipate,” “believe,” “estimate,”
“scheduled,” “expect,” “future,” “intend,” “plan,” “project,”
“envisioned,” “should,” or the negative of these terms and similar expressions, as they relate to us or our management,
identify forward-looking statements. These statements are neither historical facts nor assurances of future performance. Instead, they
are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies,
projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which
are outside of our control. Our actual results and financial situation may differ materially from those indicated in the forward-looking
statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual
results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the
following: (i) supply chain delays; (ii) acceptance of our products by consumers; (iii) delays in or nonacceptance by third parties to
sell our products; and (iv) competition from other producers of similar products. More detailed information about the Company and the
risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the SEC,
including, without limitation, our latest Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. Investors and security holders
are urged to read these documents free of charge on the SEC’s web site at www.sec.gov. As a result of these matters, changes
in facts, assumptions not being realized or other circumstances, the Company’s actual results may differ materially from the expected
results discussed in the forward-looking statements contained in this press release. The forward-looking statements made in this press
release are made only as of the date of this press release, and the Company undertakes no obligation to update them to reflect subsequent
events or circumstances.
