Statement of Changes in Beneficial Ownership (4)
November 08 2019 - 4:32PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
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Hughes Duane |
2. Issuer Name and Ticker or Trading Symbol
Workhorse Group Inc.
[
WKHS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO and President
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(Last)
(First)
(Middle)
C/O WORKHORSE GROUP INC., 100 COMMERCE DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/6/2019
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(Street)
LOVELAND, OH 45140
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/6/2019 (6)
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A
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239044
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A
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$2.51
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239055
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D
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code (Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)
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8. Price of Derivative Security (Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Options (5)
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$0.97
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3/31/2019
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2/4/2024
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Common Stock, Par Value $0.001
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1000000
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1000000
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D
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Stock Options (2)
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$0.97
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2/4/2019
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2/4/2024
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Common Stock, Par Value $0.001
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50000
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50000
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D
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Stock Options (1)
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$5.28
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6/30/2017
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5/19/2027
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Common Stock, Par Value $0.001
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225000
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225000
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D
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Stock Options (4)
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$7.21
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8/16/2016
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8/16/2021
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Common Stock, Par Value $0.001
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22000
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22000
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D
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Stock Options (3)
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$4.99
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2/3/2016
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2/3/2021
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Common Stock, Par Value $0.001
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20000
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20000
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D
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Stock Options (2)
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$1.75
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8/3/2015
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8/3/2020
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Common Stock, Par Value $0.001
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20000
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20000
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D
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Explanation of Responses:
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(1)
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Options shall become exercisable in twelve (12) equal quarterly installments of 83,333 commencing on March 31, 2019.
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(2)
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The options vested in full on November 6, 2019.
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(3)
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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.
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(4)
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5,500 of the options vested on August 16, 2016 and an additional 5,500 will vest every six months thereafter.
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(5)
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The options vested in full on November 6, 2019.
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(6)
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The shares of common stock granted on November 6, 2019 and vest semi-annually over a three year period.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Hughes Duane C/O WORKHORSE GROUP INC. 100 COMMERCE DRIVE LOVELAND, OH 45140
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X
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CEO and President
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Signatures
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/s/ Duane Hughes
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11/8/2019
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**Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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.
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