false
0001096275
0001096275
2025-09-02
2025-09-02
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 2, 2025
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
1.01 Entry into a Material Definitive Agreement.
On
September 2, 2025, Worksport Ltd., a Nevada corporation (Nasdaq: WKSP) (the “Company”), entered into a Marketing Services
Agreement (the “Marketing Agreement”) with Octagon Media Corp., a
Wyoming corporation,
doing business as Wall Street Reporter (the “Wall Street Reporter”). Under the Marketing Agreement, Wall Street Reporter
will provide the Company with a six-month investor marketing program through its “Next Super Stock” platform, consisting
of online investor presentations, promotional placements, and related marketing services. The term of the Marketing Agreement commences
on September 3, 2025, and will expire on March 3, 2026.
In
consideration for these services, the Company agreed to pay Wall Street Reporter $125,000 upon execution of the Marketing Agreement and
to issue to Wall Street Reporter warrants to purchase 100,000 shares of the Company’s common stock, par value $0.001 per
share, at an exercise price of $4.00 per share, and warrants to purchase an additional 100,000 shares of the Company’s common stock
at an exercise price of $5.00 per share. The warrants include customary piggyback registration rights and will expire two (2) years from
the date of issuance.
The
Marketing Agreement contains customary representations, confidentiality provisions, and other terms and conditions typical for agreements
of this nature. The foregoing description of the Marketing Agreement does not purport to be complete and is qualified in its entirety
by reference to the full text of the Marketing Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated
herein by reference.
Item
3.02 Unregistered Sales of Equity Securities.
The
issuance of the warrants described under Item 1.01 above was made in reliance upon the exemption from registration provided by Section
4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b) of Regulation D promulgated thereunder.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit No. |
|
Description |
10.1 |
|
Marketing Services Agreement, dated September 2, 2025, by and between Worksport Ltd. and Octagon Media Corp. |
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: September 5, 2025 |
By: |
/s/ Steven
Rossi |
|
Name: |
Steven Rossi |
|
Title: |
Chief
Executive Officer
(Principal
Executive Officer) |