Form 8-K - Current report

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): January 4, 2024

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	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 2.02 Results from Operations and Financial Condition.

On January 4, 2024, Nikola Corporation (the “Company”) issued a press release announcing its fourth quarter vehicle production and deliveries. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated into this Item 2.02 by reference.

The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits


Exhibit Number						Exhibit Description
99.1						Press release of Nikola Corporation, dated January 4 , 2024.
104						Cover Page Interactive Data File (formatted as Inline XBRL).

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.



	NIKOLA CORPORATION


Dated: January 4, 2024	By:	/s/ Britton M. Worthen
		Britton M. Worthen
		Chief Legal Officer

SUCCESSFUL LAUNCH: NIKOLA PRODUCES 42, WHOLESALES 35 HYDROGEN FUEL CELL ELECTRIC TRUCKS FOR CUSTOMERS IN U.S. AND CANADA IN 2023

PHOENIX – January 4, 2024 – The elves weren’t the only ones busy during the 2023 holiday season;

Nikola Corporation (Nasdaq: NKLA), a global leader in zero-emissions transportation and energy supply and infrastructure solutions, via the HYLA brand, in 2023 produced 42 and wholesaled 35 Class 8 Nikola hydrogen fuel cell electric vehicle (FCEVs).

“What an effort by our dedicated and passionate team, to create – and deliver – what we believe is the only U.S. designed and assembled Class 8 hydrogen fuel cell electric truck on the road today,” said Nikola CEO Steve Girsky. “Our pioneering spirit is what made it possible to wholesale these 35 trucks to our dealers for customers in the U.S. and Canada. We thank our employees, customers and partners for this achievement, and look forward to delivering more trucks in 2024.”

Of the seven trucks produced but not wholesaled, three are being used in an extended field test with a fleet partner, two are in continued validation and engineering and two are being used for service training/customer demos.

Nikola’s FCEV features a range of up to 500 miles and an estimated fueling time as low as 20 minutes.* The company believes its truck is among the longest ranges of all commercially available zero tailpipe emission Class 8 trucks, with versatile applications ranging from drayage and intermodal to metro-regional truckload and less-than-truckload to certain specialized hauling use cases.

“Our goal is to introduce a better, cleaner way to deliver goods to the North American market in a reliable package,” said Girsky. “Our FCEV customer pilot programs have shown strong results, with truck uptime at 98%**–crucial for efficient fleet usage.”

Assembled in Coolidge, Ariz., the FCEV commenced serial production on July 31, 2023, with the commercial launch on September 28.

NOTE: Nikola has not completed its quarterly review process or the preparation of its financial statements for the fourth quarter or year ended December 31, 2023. Nikola will announce information regarding 2023 financial results and 2024 outlook in the coming weeks.

ABOUT NIKOLA CORPORATION
Nikola Corporation's mission is clear: pioneering solutions for a zero-emissions world. As an integrated truck and energy company, Nikola is transforming transportation and over-the-road freight services. With our Class 8 vehicles, including battery-electric and hydrogen fuel cell electric trucks, and our energy

brand, HYLA, we are driving the advancement of the complete hydrogen refueling ecosystem. This encompasses supply, distribution, and dispensing, reflecting our commitment to sustainable practices and a cleaner future.

Nikola is based in Phoenix, Ariz. with a manufacturing facility in Coolidge, Ariz.

Experience our journey to achieve your sustainability goals at nikolamotor.com or engage with us on social media via Facebook @nikolamotorcompany, Instagram @nikolamotorcompany, YouTube @nikolamotorcompany, LinkedIn @nikolamotorcompany or Twitter @nikolamotor.

FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements within the meaning of federal securities laws with respect to Nikola Corporation (the "Company"), including statements relating to the range, refueling time, uses and potential benefits of its hydrogen fuel cell electric truck; the Company’s beliefs regarding the competitive benefits of its hydrogen fuel cell truck; the Company’s belief that it is the only U.S. designed and assembled Class 8 hydrogen fuel cell electric truck currently on the road; the Company belief that its truck is among the longest ranges of all commercially available zero tailpipe emission Class 8 trucks; the Company’s belief it will deliver additional trucks in 2024; and the Company’s beliefs regarding its competitive position and the benefits thereof. Forward-looking statements are predictions, projections, and other statements about future events based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: the ability of the Company to access sufficient capital to meet its requirements and fund its business; manufacturing delays and difficulties; risks related to the rollout of the Company’s hydrogen fueling infrastructure and the timing thereof; construction risks and delays; the availability of access to hydrogen refueling facilities; the level of and cancellation of customer orders; risks associated with manufacturing batteries and fuel cell power modules; variations in and characteristics of the hydrogen fueling location, including but not limited to fueling hardware and software protocol, fuel amount, and fueling conditions, any of which may affect refueling times; variations in terrain, temperature, speed, road conditions, truck configuration, payloads and other variables which may affect range; the Company’s ability to remain listed on Nasdaq; and the factors, risks and uncertainties described in the "Risk Factors" section of the Company's quarterly report on Form 10-Q for the quarter ended September 30, 2023 filed with the SEC, in addition to the Company's subsequent filings with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

MEDIA INQUIRIES

Nikola - press@nikolamotor.com

* Refueling time estimate depends on the characteristics of the hydrogen fueling location, including fueling hardware and software protocol, fuel amount, and fueling conditions. Actual refueling times will vary.

** Based on Nikola-measured customer demo performance from September to December 2023, “Gamma” pilot trucks

Cover	Jan. 04, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jan. 04, 2024
Entity Registrant Name	Nikola Corporation
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38495
Entity Tax Identification Number	82-4151153
Entity Address, Address Line One	4141 E Broadway Road
Entity Address, City or Town	Phoenix
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85040
Local Phone Number	480
City Area Code	666-1038
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	NKLA
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001731289
Amendment Flag	false