Item 5.07Item 5.07 - Submission of Matters to Vote
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.
Election
of the five nominees to the Board:
Name Votes Withheld Broker
For Non-Votes
──────────────────────────────────────────────────────────
Steven 18,233,473 260,864 5,511,481
Rossi
Lorenzo 18,181,165 313,172 5,511,481
Rossi
Craig 18,119,374 374,963 5,511,481
Loverock
William 18,135,830 358,507 5,511,481
Caragol
Ned 18,177,661 316,676 5,511,481
L. Siegel
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.
Ratification
of Lumsden & McCormick, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December
31, 2026:
──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
Votes Votes Abstentions Broker
For Against 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.
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 Votes Abstentions Broker
For Against 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.
Authorization
for the Board of Directors to effect reverse and/or forward stock splits:
Votes Votes Abstentions Broker
For Against 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.
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.