false
0001096275
0001096275
2026-09-03
2026-09-03
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): September 3, 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
Stock |
|
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
5.07 Submission of Matters to a Vote of Security Holders.
On
September 3, 2026, Worksport Ltd., a Nevada corporation (the “Company”), held its 2026 Annual Meeting of Shareholders (the
“Annual Meeting”).
As
of the close of business on July 7, 2026, the record date for the determination of shareholders entitled to vote at the Annual Meeting,
there were 15,282,595 shares of the Company’s common stock, 100 shares of Series A Preferred Stock and 427,912 shares of Series
C Preferred Stock issued and outstanding. Holders of common stock are entitled to one vote per share. The Series A Preferred Stock is
entitled to 51% of the total voting power of the Company regardless of the number of shares outstanding. Steven Rossi, the Company’s
Chief Executive Officer, President and Chairman of the Board of Directors (the “Board”), beneficially owns 100% of the outstanding
Series A Preferred Stock. The Series C Preferred Stock has no voting rights.
At
the Annual Meeting, a total of 24,005,818 votes were represented in person or by proxy, constituting 76.94% of the total voting power
entitled to vote and a quorum under Nevada law and the Company’s Bylaws.
The
final voting results for each proposal submitted to a vote of shareholders are set forth below.
| 1. |
Election
of the five nominees to the Board: |
| Name |
|
Votes
For |
|
Withheld |
|
Broker
Non-Votes |
| Steven
Rossi |
|
18,233,473 |
|
260,864 |
|
5,511,481 |
| Lorenzo
Rossi |
|
18,181,165 |
|
313,172 |
|
5,511,481 |
| Craig
Loverock |
|
18,119,374 |
|
374,963 |
|
5,511,481 |
| William
Caragol |
|
18,135,830 |
|
358,507 |
|
5,511,481 |
| Ned
L. Siegel |
|
18,177,661 |
|
316,676 |
|
5,511,481 |
Shareholders
elected each of the following five nominees to serve as directors until the Company’s 2027 annual meeting of shareholders or until
their successors are duly elected and qualified: Steven Rossi, Lorenzo Rossi, Craig Loverock, William Caragol and Ned L. Siegel.
| 2. |
Ratification
of Lumsden & McCormick, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December
31, 2026: |
| Votes
For |
|
Votes
Against |
|
Abstentions |
|
Broker
Non-Votes |
| 23,569,620 |
|
363,560 |
|
72,638 |
|
0 |
Shareholders
approved the ratification of the appointment of Lumsden & McCormick, LLP as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2026.
| 3. |
Advisory
proposal expressing stockholder support for the Board to consider declaring special dividends in connection with the sale of any
business unit or material asset: |
| Votes
For |
|
Votes
Against |
|
Abstentions |
|
Broker
Non-Votes |
| 18,109,611 |
|
325,848 |
|
58,878 |
|
5,511,481 |
Shareholders
approved, on an advisory and non-binding basis, the proposal expressing stockholder support for the Board of Directors to consider declaring
special dividends in connection with the sale of any business unit or material asset of the Company, subject to applicable law and the
Board’s fiduciary duties.
| 4. |
Authorization
for the Board of Directors to effect reverse and/or forward stock splits: |
| Votes
For |
|
Votes
Against |
|
Abstentions |
|
Broker
Non-Votes |
| 21,904,023 |
|
2,031,649 |
|
70,146 |
|
0 |
Shareholders
authorized the Board of Directors, in its discretion, to effect one or more reverse stock splits of the Company’s outstanding common
stock at an aggregate ratio of not less than 1-for-2 and not greater than 1-for-250, with the exact number, timing and ratio of any such
reverse stock splits to be determined by the Board, or one or more forward stock splits of the Company’s outstanding common stock,
with the exact number, timing and ratio of any such forward stock splits to be determined by the Board, at any time prior to the second
anniversary of the Annual Meeting, and, in either case, to abandon such action if deemed advisable by the Board.
| 5. |
Adjournment
of the Annual Meeting: |
Proposal
No. 5 was not submitted to a formal vote at the Annual Meeting. The Chairman announced during the meeting that Proposal No. 5 was no
longer necessary because sufficient votes had been received to approve the other proposals, and accordingly, no action was taken on Proposal
No. 5.
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:
September 4, 2026 |
By: |
/s/
Steven Rossi |
| |
Name: |
Steven Rossi |
| |
Title: |
Chief Executive Officer
(Principal
Executive Officer) |