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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options (2) | $ 0.97 | 03/31/2019 | 02/04/2024 | Common Stock, $0.001 par value per share | 1,000,000 | 1,000,000 | D | ||||||||
Stock Options (2) | $ 0.97 | 02/04/2019 | 02/04/2024 | Common Stock, $0.001 par value per share | 50,000 | 50,000 | D | ||||||||
Stock Options (3) | $ 5.28 | 06/30/2017 | 05/19/2027 | Common Stock, $0.001 par value per share | 400,000 | 400,000 | D | ||||||||
Stock Options (4) | $ 7.21 | 08/16/2016 | 08/16/2021 | Common Stock, $0.001 par value per share | 22,000 | 22,000 | D | ||||||||
Stock Options (5) | $ 4.99 | 02/03/2016 | 02/03/2021 | Common Stock, $0.001 par value per share | 25,000 | 25,000 | D | ||||||||
Stock Options (2) | $ 1.75 | 08/03/2015 | 08/03/2020 | Common Stock, $0.001 par value per share | 20,000 | 20,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Hughes Duane C/O WORKHORSE GROUP INC. 100 COMMERCE DRIVE LOVELAND, OH 45140 |
X | CEO and President |
/s/ Duane Hughes | 07/06/2020 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents shares of common stock granted by Workhorse Group Inc. (the "Company") under a Restricted Stock Award Agreement vesting in equal amounts over a three year period in six month intervals less shares relinquished to the Company by the reporting person out of, and to cover estimated tax withholding for, restricted shares previously granted subject to vesting. The stock price reflected in Table I Column 4 was determined based on fair market value as the closing trading price of the Company's common stock on July 1, 2020. |
(2) | The options vested in full on November 6, 2019. |
(3) | Options shall become exercisable in twelve (12) equal quarterly installments of 83,333 commencing on March 31, 2019. |
(4) | 5,500 of the options vested on August 16, 2016 and an additional 5,500 will vest every six months thereafter. |
(5) | Workhorse Group Inc. granted stock options exercisable at $5.28 per share to Mr. Hughes to acquire 400,000 shares of common stock of the Company which are exercisable for a period of ten years. The Stock Options vest in 16 equal quarterly tranches of 25,000 shares commencing June 30, 2017. |