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WORKSPORT LTD : Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits (form 8-K)




Section 5.07 Submission of Matters to a Vote of Securityholders.

On November 14, 2022, Worksport Ltda Nevada corporation (the “Corporation”), held its 2022 virtual annual meeting of shareholders (the “Meeting”).

At the close of business on September 19, 2022, as of the record date, there were 17,190,016 common shares and 100 Series A preferred shares outstanding. Holders of our common stock are entitled to one vote per share. The Series A Preferred Shares were entitled to a total of 17,891,753 votes. Pursuant to the Series A Preferred Share Designation Certificate, the Series A Preferred Shares vote on all matters as common stock, as a single class, unless otherwise prohibited by law, and will represent 51% of the total power of the Company. , regardless of the number of Series A Preferred Shares outstanding. Steven RossiCEO, President and Chairman of the Board of the Company, owns 100% of the outstanding Series A Preferred Shares.

At the Meeting, the combined holders of 21,874,158 Voting Shares entitled to receive notice of and vote at the Meeting were represented in person or by proxy, representing approximately 62.4% of the Voting Shares in circulation, and therefore a quorum in accordance with the Nevada Revised Articles and Bylaws of the Company were present for the transaction of business at the Assembly.

The final results for each of the issues discussed at the Assembly were as follows:

  1. Election of the five nominees to the Board:

Name               Votes For       Withheld       Broker Non-Votes
Steve Rossi         19,402,906       49,718            2,421,534
Lorenzo Rossi       19,271,775       180,849           2,421,534
Craig Loverock      19,336,232       116,392           2,421,534
William Caragol     19,338,371       114,253           2,421,534
Ned L. Siegel       19,337,608       115,016           2,421,534

Each director nominee has been elected to serve as a director until the Company’s 2023 annual meeting of shareholders, or until such person’s successor is duly elected and qualified, or until his resignation, death or dismissal. Due to the fact that directors are elected by a plurality of the votes cast, votes could only be cast in favor or withheld of the nominees and, therefore, votes against were not applicable.

2. Approval of Worksport Ltd 2022 stock incentive plan:

Votes for Votes Against Abstentions Broker Non-Votes

  18,945,665          407,196             99,763             2,421,534

The affirmative vote of the majority holders of the outstanding shares was required for approval. The Worksport Ltd The 2022 stock incentive plan has been approved.

3. Adjournment of the meeting to permit a further solicitation of proxies, if

     necessary or appropriate:

 Votes For        Votes Against       Abstentions
  21,504,482          310,271             59,405

The affirmative vote of the majority holders of the outstanding shares was required for approval. The proposal was approved.

Item 8.01 Other Events.

Steven Rossi, the Company’s Chief Executive Officer, President and Chairman of the Board, made a presentation at the meeting. A copy of the presentation as presented at the Meeting is filed as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01 Financial statements and supporting documents

(d) Exhibits

Item   Title

99.1     Worksport Ltd 2022 Stockholders' Meeting Presentation
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

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