Prospectus Filed Pursuant to Rule 424(b)(3) (424b3)

Filed pursuant to Rule 424(b)(3)

Registration No. 333-257229

PROSPECTUS SUPPLEMENT NO. 1

(to Prospectus dated June 30, 2021)

18,012,845 Shares

Nikola Corporation

Common Stock

This prospectus supplement supplements the prospectus dated June 30, 2021 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-257229). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our current report on Form 8-K, filed with the Securities and Exchange Commission on July 6, 2021 (the “Current Report”). Accordingly, we have attached the Current Report to this prospectus supplement.

The Prospectus and this prospectus supplement relates to the offer and sale of up to 18,012,845 shares of our common stock, $0.0001 par value per share (“Common Stock”), by Tumim Stone Capital, LLC.

Our Common Stock is listed on the Nasdaq Global Select Market under the symbol “NKLA”. On July 2, 2021, the closing price of our Common Stock was $16.44.

This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.

See the section entitled “Risk Factors” beginning on page 11 of the Prospectus and in the documents incorporated by reference in the Prospectus to read about factors you should consider before buying our securities.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is July 6, 2021.

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 30, 2021

Nikola Corporation

(Exact name of registrant as specified in its charter)


Delaware (State or Other Jurisdiction of Incorporation)			001-38495 (Commission File Number)			82-4151153 (I.R.S. Employer Identification No.)

4141 E Broadway Road

Phoenix, AZ 85040

(Address of principal executive offices) (Zip Code)

(480) 666-1038

(Registrant’s telephone number,

including area code)

N/A

(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 symbol(s)	Name of each exchange on which registered
Common stock, $0.0001 par value per share	NKLA	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.

The Company held its Annual Meeting of Stockholders on June 30, 2021. The matters voted upon at the meeting and the results of those votes are set forth below.

1.The following directors were elected to serve until the 2022 annual meeting of stockholders or until their successors are duly elected and qualified:


	For	Withheld	Broker Non-Votes
Mark A. Russell	227,014,825	743,763	60,407,357
Stephen J. Girsky	222,001,113	5,757,475	60,407,357
Sooyean (Sophia) Jin	226,992,142	766,446	60,407,357
Michael L. Mansuetti	226,981,722	776,866	60,407,357
Gerrit A. Marx	226,562,431	1,196,157	60,407,357
Mary L. Petrovich	226,991,058	767,530	60,407,357
Steven M. Shindler	226,971,838	786,750	60,407,357
Bruce L. Smith	226,945,750	812,838	60,407,357
DeWitt C. Thompson, V	226,579,067	1,179,521	60,407,357
Jeffrey W. Ubben	221,975,297	5,783,291	60,407,357

2.The proposal to approve, on a non-binding advisory basis, the compensation paid by the Company to its named executive officers, was not approved.


For	Against	Abstain	Broker Non-Votes
99,940,828	7,767,137	120,050,623	60,407,357

3.The frequency of holding an advisory vote on named executive officer compensation every year was approved, on a non-binding advisory basis.


Every Year	Every 2 Years	Every 3 Years	Abstain
106,512,653	570,226	684,773	119,990,936

In accordance with the results of the advisory vote, the Board of Directors of the Company has decided to hold a non-binding advisory vote on the compensation of the Company’s named executive officers every year, until the next non-binding advisory vote on the frequency of future advisory votes on the compensation of the Company's named executive officers. An advisory vote on the frequency of future advisory votes on the compensation paid to the Company’s named executive officers is required to be held at least once every six years.

4.The amendment to the Nikola Corporation 2020 Employee Stock Purchase Plan to eliminate the annual evergreen and impose a fixed limit on the number of authorized shares was approved.


For	Against	Abstain	Broker Non-Votes
226,730,761	759,868	267,959	60,407,357

5.The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021 was ratified.


For	Against	Abstain
284,918,726	1,654,218	1,593,001

SIGNATURE

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.

Dated: July 6, 2021