Nikola Corp.

[Bozzie]

The Tesla of trucks (start up company)
This stock is getting a lot of attention.
Orders and pre orders start June 29th
Today sitting at 70.09..

This might be interesting to track and watch.


www.marketwatch.com/investing/stock/nkla

 

[Bozzie]

Ufff ...28 million market cap without a product on the road..Unreal.

 

[Steiner69eR]

Ufff ...28 million market cap without a product on the road..Unreal.

Took the words out of my mouth. The market doesn’t make sense these days, not like financials matters, it seems.

I was recently looking at WorkHorse Group, which is in a similar space. Been running lately.

 

[Bozzie]

Whack..set to open at 55.

 

[tanner12oz]

Crazy valuation with no product or revenue

 

[TimRiggins45]

Now you have Fraud involved with them after their GM announcement. This looked so promising, I made some money buying before their VTIQ merger around $9-$12. Now it looks like this thing could tumble down low again if this investigation does not clear them.

 

[CoachCB]

I've got about $7K in NKLA. I think it's going to be fine. The CEO is a little odd, but they seem to be heading in the right direction and GM wouldn't have put $2 billion into it w/out doing their homework. I'm in it at about $37.50/share, so I'm down a little right now. I was thinking about selling last week when it ran up to $50, which I may do if it makes that sort of run again.

 

[Bozzie]

Priced @ 26.00 this AM

Nikola founder Trevor Milton steps down after fraud allegations Board member and former GM vice-chairman Stephen Girsky to take over as chair Trevor Milton: ‘The focus should be on the company and its world-changing mission, not me’ © REUTERS Share on Twitter (opens new window) Share on Facebook (opens new window) Share on LinkedIn (opens new window) Save Peter Campbell and Harry Dempsey 38 MINUTES AGO 190 Print this page Nikola founder Trevor Milton is stepping down as executive chairman, capping a tumultuous 10 days for the US electric truck maker after a short-seller alleged the company was an “intricate fraud”. Stephen Girsky, a former vice-chairman of General Motors and a Nikola board member, will take over as chairman, the company said on Monday. Mr Milton’s exit follows a bruising period for Nikola after a report from short-seller Hindenburg Research claimed to have “extensive evidence” that the group’s proprietary technology was purchased from another company. In pre-market trading on Monday, shares in Nikola, already down heavily over the last week, plunged more than a quarter to about $25. Mr Girsky thanked Mr Milton for his “visionary leadership and significant contributions to Nikola since its founding” and said Nikola has “world-class partnerships”, including with GM. In a statement, Mr Milton said that “Nikola is truly in my blood and always will be, and the focus should be on the company and its world-changing mission, not me”. As a result, “I made the difficult decision to approach the board and volunteer to step aside as executive chairman”, he added. In a letter to employees, the company’s founder said he would be “cheering from the sidelines”, and that Nikola was in “amazing hands”. Mr Milton remains Nikola’s largest shareholder, with 91.6m shares or a quarter of its stock, worth about $3.3bn at Friday’s closing price of $34.19. The report from Hindenburg also raised questions about past businesses run by Mr Milton, several of which were mired by lawsuits or had collapsed. In the letter to staff, Mr Milton wrote that he intended “to defend myself against false allegations levelled against me by outside detractors”. Several of Nikola’s partners, including GM, on Monday pledged to continue working with the company. GM said it “will work with Nikola to close the transaction we announced nearly two weeks ago” selling Nikola its hydrogen and battery systems while engineering and building the company’s Badger pick-up truck. Nel, a Norwegian company that sells parts to Nikola for use in hydrogen stations, insisted that its willingness to work with Nikola was “unchanged”. Recommended AnalysisNikola Corp Allegations of deception cast shadow over Nikola’s lofty aims As well as Mr Girsky, a well-known industry operator, Nikola is also in the hands of former manufacturing executive Mark Russell, who is its chief executive. Several Nikola investors previously told the Financial Times they were impressed by Mr Russell, who they saw as a calming counterbalance to Mr Milton. In a note published on Sunday before the announcement of Mr Milton’s departure, Jeffrey Osborne, analyst at Cowen, the financial services group, said it “will take some time for the team to regain credibility with investors”. He described Mr Milton as “self-confident, boastful and always in ‘sales mode’”, but said the founder was guilty of setting “overly aggressive” targets, rather than “intentional deception”. In the days that followed the Hindenburg report, several of the allegations were independently verified by the FT, including that Nikola rolled a truck down a hill for a promotional video. In a detailed defence set out a week ago, the company also confirmed some aspects of the report, including its use of supplier parts. On Friday the FT reported that Nikola was using Romeo Power, a Californian battery group, to supply the batteries for its prototype trucks. Following the short-seller’s accusations, the US Department of Justice made inquiries into the claims, which Nikola has said are “false and misleading”. Get alerts on Nikola Corp when a new story is published Get alerts Copyright The Financial Times Limited 2020. All rights reserved. Reuse this content (opens in new window) Latest on Nikola Corp AnalysisNikola Corp Allegations of deception cast shadow over Nikola’s lofty aims Nikola Corp Nikola has been well vetted, board member says Nikola Corp Nikola outsourced batteries on truck prototype Special ReportWatches and Jewellery: September Swiss watchmakers seek to reprice their entry-level models Follow the topics in this article Electric vehicles Add to myFT US & Canadian companies Add to myFT Technology sector Add to myFT Automobiles Add to myFT Hydrogen vehicles Add to myFT

 

[Bozzie]

[FONT=&quot][FONT=&quot]
Trevor Milton was bounced ..but I'd doubt he's crying about it...todays 8k

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, 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): September 20, 2020 Nikola Corporation(Exact name of registrant as specified in its charter)​

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

4141 E Broadway Road		85040
Phoenix, AZ		(Zip Code)
(Address of principal executive offices)

(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 obligations 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 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 x
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 20, 2020, Trevor R. Milton offered to voluntarily step down from his positions as Executive Chairman of Nikola Corporation (the “Company”) and as a director on the Company’s Board of Directors (the “Board”), and the Board, after deliberation, accepted Mr. Milton’s offer. In connection with Mr. Milton’s departure, the Company entered into that certain Agreement, dated September 20, 2020, by and between the Company and Mr. Milton (the “Agreement”), under which Mr. Milton voluntarily stepped down from his position as Executive Chairman of the Company and all positions as an employee and officer of the Company and its subsidiaries, and his position as a director on the Board and as a director of any of the Company’s subsidiaries, including all committees thereof, in each case, effective as of September 20, 2020. Mr. Milton will be making himself reasonably available to provide consulting services and to assist the Company as reasonably requested by the Board on an ad hoc basis through December 31, 2020. Mr. Milton expressed his desire to relinquish, and pursuant to the Agreement, Mr. Milton agreed to relinquish (i) 100% of the 4,859,000 performance-based stock units granted to Mr. Milton on August 21, 2020 and (ii) any right or claim to enter into a two-year consulting agreement with an annual fee of $10,000,000. As part of Mr. Milton’s relinquishment of his performance based stock units, the Company also agreed to grant 1,069,000 time-vested restricted stock units vesting on June 3, 2023, to over 300 employees of the Company designated by Mr. Milton, subject to the employees’ continued employment at the Company through June 3, 2023. The Agreement also provides for the accelerated vesting and settlement of 600,000 restricted stock units granted to Mr. Milton on August 21, 2020. For a period of three years from September 20, 2020 (the “Standstill Period”), Mr. Milton has also agreed to certain standstill provisions, including, among other things, agreeing not to (i) acquire ownership (beneficial or otherwise) of more than 19 million shares of the Company’s outstanding common stock, (ii) propose or effect any extraordinary transaction with respect to the Company, (iii) solicit any proxy or consent with respect to the election or removal of directors or any other proposal, (iv) seek representation on the Board or the removal of any member of the Board, or (v) submit any stockholder proposal. In addition, during the Standstill Period, Mr. Milton has agreed to vote his shares of the Company’s common stock (i) in favor of the slate of directors recommended by the Board at any meeting of the stockholders of the Company and (ii) against the election of any nominee for director not recommended and nominated by the Board for election at such meeting. The foregoing description of the terms and conditions of the Agreement does not purport to be complete and is qualified in its entirety by the full text of the Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 7.01

Regulation FD Disclosure.

On September 20, 2020, the Company issued a press release entitled “Nikola Board of Directors Announces Leadership Transition,” a copy of which is furnished as Exhibit 99.1 hereto.

Item 8.01

Other Events.

On September 20, 2020, the Board elected Stephen J. Girsky, a member of the Board, as Chairman of the Board.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

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Exhibit No.		Description
10.1		Agreement by and between Trevor R. Milton and the Company, dated September 20, 2020.
99.1^		Press release issued by the Company dated September 20, 2020.
104		Cover Page Interactive Data File (formatted as Inline XBRL).

^

This Exhibit is furnished herewith and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or deemed to be incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933 except to the extent that Nikola Corporation specifically incorporates it by reference.

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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
Date: September 21, 2020		By:	/s/ Britton M. Worthen
			Britton M. Worthen

​

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tm2030359d3_ex10-1.htm

EXHIBIT 10.1
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ENT> EX-10.1 2 tm2030359d3_ex10-1.htm EXHIBIT 10.1

Exhibit 10.1​

[FONT=&quot]Execution Version[/FONT]​

[FONT=&quot] [/FONT]

[FONT=&quot]AGREEMENT[/FONT][FONT=&quot] [/FONT]​

[FONT=&quot]THIS AGREEMENT (the “Agreement”), is made as of September 20, 2020 by and between Nikola Corporation, a Delaware corporation (the “Company”), and Trevor Milton (the “Executive” and together with the Company, the “Parties”).[/FONT][FONT=&quot] [/FONT]
[FONT=&quot]WHEREAS, the Executive is employed by the Company under terms set forth in that certain Executive Employment Arrangement, dated as of June 3, 2020, by and between the Company and the Executive (the “Employment Arrangement”);[/FONT][FONT=&quot] [/FONT]
[FONT=&quot]WHEREAS, the Executive has also been a member of the Board of Directors of the Company (the “Board”) since June 3, 2020;[/FONT][FONT=&quot] [/FONT]
[FONT=&quot]WHEREAS, the Executive desires to voluntarily step down from his positions as Executive Chairman of the Company and a member of the Board as of September 20, 2020 (the “Effective Date”) and the Board, after deliberation, has accepted such offer to step down; and[/FONT][FONT=&quot] [/FONT]
[FONT=&quot]WHEREAS, this Agreement sets forth the mutual understanding of the Parties as it relates to the relinquishment of the Executive’s employment with the Company and service on the Board, each as of the Effective Date.[/FONT][FONT=&quot] [/FONT]
[FONT=&quot]NOW, THEREFORE, in consideration of the mutual covenants, commitments and agreements contained herein, and for other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the Parties intending to be legally bound hereby agree as follows:[/FONT][FONT=&quot] [/FONT]
[FONT=&quot]1. Voluntary Relinquishment. The Executive hereby voluntarily hands over and otherwise relinquishes, and the Company accepts his relinquishment of, his position as Executive Chairman of the Company and all positions as an employee and officer of the Company and its subsidiaries (the “Company Group”), and his position as a Director on the Board and a director of any of the Company’s subsidiaries, including all committees thereof effective as of the Effective Date and without the need for any other action. The Employment Arrangement will be terminated and have no further effect on the Effective Date, except as set forth in this Agreement. The Effective Date will be the Executive’s final day of employment with the Company Group for benefit plan and all other purposes. The parties agree that the Executive’s relinquishment of his employment is not a termination of the Executive by the Company for purposes of any of the Executive’s arrangements or otherwise.[/FONT][FONT=&quot] [/FONT]
[FONT=&quot]2. Consulting Services. In exchange for the mutual agreements set forth in this Agreement, the Executive hereby agrees to remain an unpaid consultant of the Company and to make himself reasonably available to provide consulting services and to assist the Company, in each case as reasonably requested by the Board on an ad hoc basis through December 31, 2020. The Company will reimburse the Executive for all reasonable and necessary out-of-pocket business and travel expenses incurred by the Executive in connection with the performance of the Executive’s consulting duties hereunder in accordance with the Company’s expense reimbursement policy for senior executives.[/FONT]

[FONT=&quot]3. Certain Matters. To help preserve capital and assist the Company in retaining world-class talent to succeed the Executive, the Executive hereby relinquishes each of the following: (i) 100% of the 4,859,000 performance-based stock units (the “PSUs”) granted to the Executive on August 21, 2020, (ii) any right or claim to enter into a two-year consulting agreement with an annual fee of $10,000,000 and (iii) any other right and entitlement that the Executive may have or claim pursuant to the Employment Arrangement, except as set forth in this Agreement. Executive acknowledges that as of the date hereof except for (A) 91,644,134 shares held by M&M Residual, LLC, which includes 6,005,139 shares subject to options held by certain employees pursuant to a Founder Stock Option Plan, (B) the PSUs and (C) the RSUs (as defined below), he has no other capital stock, or any options, warrants or other rights to acquire capital stock or other securities convertible into or exercisable for capital stock of the Company.[/FONT][FONT=&quot]4. The Company’s Commitments. Following the Effective Date, the Company agrees to (i) vest and settle, at a time selected by the Company but no later than March 15, 2021, in accordance with applicable documentation the restricted stock units (the “RSUs”) granted to the Executive on August 21, 2020, (ii) comply with all indemnification and advancement of expenses obligations it has pursuant to the Company’s certificate of incorporation and bylaws, each as amended through the date hereof, the Employment Arrangement, and the Indemnification Agreement, dated as of June 3, 2020, by and between the Company and the Executive (the “Indemnification Agreement”), (iii) pay for the reasonable costs of a security inspection of the Executive’s residence, (iv) reimburse the Executive up to $100,000 in the aggregate for a full-time security detail for the Executive and his family for three months following the Effective Date, (v) reimburse the Executive in accordance with applicable Company policy for business expenses incurred on or before the Effective Date, and (vi) reimburse the Executive for his reasonable legal fees incurred in connection with the negotiation and drafting of this Agreement.[/FONT][FONT=&quot]5. The Executive’s Commitments.[/FONT][FONT=&quot](a) Restrictive Covenants. The Executive hereby reaffirms the Executive’s continuing obligations under the Employee Proprietary Information and Inventions Assignment Agreement attached as Exhibit B to the Employment Arrangement (collectively, the “Restrictive Covenants Agreement”), and acknowledges and agrees that the Restrictive Covenants Agreement will remain in effect in accordance with their terms following the Effective Date. For the avoidance of doubt, the term of the Executive’s obligations included in Sections 4(g), (h), (i) and (j) of the Restrictive Covenants Agreement shall be one year following the Effective Date.[/FONT][FONT=&quot](b) Cooperation. The Executive acknowledges and affirms the Company Group and/or the other Releasee’s may be the subject of internal or external investigations, litigation, arbitration, or civil, governmental or other administrative proceeding involving the Company Group and/or the other Releasees (a “Claim”). The Executive will fully cooperate with the Company Group in investigating, defending or prosecuting any Claim; provided that the Executive will not be required to take any particular action if his counsel believes such action creates a conflict of interest between the Company Group and the Executive or otherwise exposes the Executive to claim or penalty. The Company will pay for or reimburse the Executive for all of the Executive’s out-of-pocket expenses incurred in connection with this Section 5(b) that have been approved in advance by the Company. The Company will make all reasonable efforts to ensure that such assistance and cooperation will not materially interfere with the Executive’s employment and business responsibilities, including any fiduciary duties. If Executive is the subject of an investigation, litigation, arbitration, or civil, governmental or other administrative proceeding involving his services to the Company (an “Executive Claim”), the Company will fully cooperate with the Executive in investigating, defending or prosecuting any such Executive Claim to the extent approved by the Company’s counsel, which approval shall not be unreasonably withheld.[/FONT]

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[FONT=&quot](c) Social Media. Following the Effective Date, the Executive will promptly revise the Executive’s employment status on social media, including LinkedIn and other social media sites so that the Executive is no longer identified as holding any position with the Company or serving on the Board. Prior to using any social media site, blog or other online platform to make any statements regarding the Company Group or any of their respective employees or directors (a “Statement”), the Executive agrees to consult with the Executive’s counsel and the Company’s Chief Legal Officer as may be reasonably necessary to determine that the Statement complies with the Executive’s obligations to the Company.[/FONT][FONT=&quot]6. Mutual Non-Disparagement. The Executive will not make any defamatory or disparaging statements about the Company, its board of directors, officers, management, practices, procedures, or business operations. The Company will instruct its officers and directors that they shall not make any defamatory or disparaging statements about the Executive. Nothing in this paragraph will prohibit the Executive or the Company from providing truthful information in response to a subpoena or other legal or regulatory process or any party from making internal statements in the course of performing services for the Company Group. Further, the foregoing will not apply to any truthful statement a Party makes in response to a defamatory or disparaging statements made by the other Party (in the case of the Company, in its formal public statements or by its executive officers and/or its directors) regarding the responding Party so long as the responding Party’s statements extend no further than addressing such statements by the other Party.[/FONT][FONT=&quot]7. Release by the Executive. In exchange for the mutual promises in this Agreement, the Executive hereby releases and discharges and covenants not to sue the Company, its subsidiaries, parents, or affiliated corporations, past and present, and each of them, as well as each of its and their assignees, successors, directors, officers, stockholders, partners, representatives, insurers, attorneys, agents or employees, past or present, or any of them (individually and collectively, “Releasees”), from and with respect to any and all claims, agreements, obligations, demands and causes of action, known or unknown, suspected or unsuspected, arising out of or in any way connected with events, acts, conduct, or omissions occurring at any time prior to and including the Effective Date. Notwithstanding the above, however, the Executive is not releasing (i) any claims that cannot be waived under applicable state or federal law, (ii) rights the Executive may have to indemnification and/or expense advancement (including, without limitation, under the Indemnification Agreement, the Company’s certificate of incorporation and bylaws, the Company’s D&O insurance and otherwise) and any claims to enforce such rights, (iii) vested rights or benefits under the Company’s 401(k) or other benefit plans, (iv) claims to enforce the Lock-Up Agreement, or (v) rights under or claims to enforce this Agreement. This Agreement will not prevent the Executive from filing, cooperating with, or participating in any proceeding before the Equal Employment Opportunity Commission or Department of Labor.[/FONT]

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[FONT=&quot]8. Release by the Company. The Company, on its own behalf and on behalf of its divisions, subsidiaries, parents, or affiliated corporations, past and present, and each of them, as well as each of its and their assignees, predecessors, successors, directors, officers, stockholders, partners, representatives, insurers, attorneys, agents or employees, past or present, or any of them (individually and collectively), hereby releases the Executive from and with respect to any and all claims, agreements, obligations, demands and causes of action, known or unknown, suspected or unsuspected, arising out of or in any way connected with events, acts, conduct, or omissions occurring at any time prior to and including the date Company signs this Agreement; provided, however, that such release shall not include claims for fraud, securities laws violations, criminal acts or rights under or to enforce this Agreement, the Restrictive Covenants Agreement and the Lock-Up Agreement or any act for which the Executive is not entitled to indemnification from the Company.[/FONT][FONT=&quot]9. Representations, Warranties and Covenants.[/FONT][FONT=&quot](a) Claims. The Executive represents, warrants and covenants to each of the Releasees that the Executive has not filed any claim, suit or action against the Company Group or any Releasee. The Executive will not encourage any Person to institute any Claim against the Releasees or cooperate with any Person with any Claim.[/FONT][FONT=&quot](b) Company Property. The Executive agrees to promptly return all property of the Company within the Executive’s possession, accessibility or control; provided however, that the Executive may retain his personal data and information including such information and data on any Company-issued cell phone and tablet.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]10. Company Equity Awards. The Company hereby agrees to grant time-vested restricted stock units vesting on June 3, 2023 with respect to 1,069,000 Company shares in the aggregate to the employees of the Company designated in writing on or before the Effective Date (“Eligible Employee”) by the Executive, subject to the applicable Eligible Employee’s continued employment through June 2, 2023, it being agreed that any restricted stock units that are forfeited by any such Eligible Employee shall be reallocated pro rata to the other Eligible Employees who remain employed on June 3, 2023.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]11. Press Release; Communications. Promptly following the execution of this Agreement, the Company shall issue a press release and file a Form 8-K disclosing this Agreement and the subject matter hereof; provided, that the Company shall provide the Executive an opportunity to review and comment on such press release and Form 8-K and consider any such comments in good faith.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]12. Access to Information To Defend Against Lawsuits and Investigations. Within 14 days of the Effective Date, the Company shall provide the Executive with a copy of all emails the Executive sent or received through his Company email account, as well as the forensic images the Company took of the Executive's electronic devices. To the extent that the Company and the Executive have a common interest, the Executive may make requests for additional documents necessary to the Executive’s defense of any lawsuits and investigations and the Company will determine in its discretion whether to provide such additional documents (provided that the Company will not deny any such request unreasonably).[/FONT][FONT=&quot][/FONT]

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[FONT=&quot][/FONT]
[FONT=&quot]13. Standstill. During the period commencing with the Effective Date and ending on the third anniversary of the Effective Date (the “Standstill Period”), the Executive will not, and will cause each of his Affiliates and Associates not to, directly or indirectly, in any manner, alone or in concert with others (in each case, except as approved by a resolution of the Board):[/FONT][FONT=&quot][/FONT]
[FONT=&quot](a) acquire ownership (beneficial or otherwise) of more than 19 million shares of Common Stock (together with his Affiliates and Associates, in the aggregate during the Standstill Period) or rights or options to acquire such ownership;[/FONT][FONT=&quot][/FONT]
[FONT=&quot](b) propose or effect any tender or exchange offer, merger, consolidation, business combination, recapitalization, restructuring, liquidation or other extraordinary transaction with respect to the Company or its subsidiaries;[/FONT][FONT=&quot][/FONT]
[FONT=&quot](c) (i) make or participate in any “solicitation” (as defined under the Exchange Act) of proxies or consents with respect to the election or removal of directors or any other proposal (including any “withhold,” “vote no” or similar campaign even if conducted as an exempt solicitation); (ii) seek or knowingly encourage election to or representation on the Board, or nominate or recommend the nomination of any candidate to the Board, or the removal of any member of the Board; or (iii) make any stockholder proposal;[/FONT][FONT=&quot][/FONT]
[FONT=&quot](d) publicly disclose (whether via social media platform or otherwise) any intention, plan or arrangement inconsistent with the foregoing; or[/FONT][FONT=&quot][/FONT]
[FONT=&quot](e) knowingly encourage or assist any other Person in undertaking any of the foregoing.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]In addition, during the Standstill Period, the Executive agrees that he will, and will cause each of his Affiliates and Associates to, appear in person or by proxy at each meeting of the Company’s stockholders and vote all Voting Securities beneficially owned by the Executive or such Affiliate or Associate (or which the Executive or such Affiliate or Associate has the right or ability to vote) at such meeting (a) in favor of the slate of directors recommended by the Board and (b) against the election of any nominee for director not recommended and nominated by the Board for election at such meeting.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]14. Transfers. The Executive and the Company acknowledge that each remains subject to the terms and conditions of the Lock-Up Agreement.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]15. Definitions.[/FONT][FONT=&quot][/FONT]
[FONT=&quot](a) “Affiliate” means, with respect to a Person, any Person that, at the time of determination, directly or indirectly, through one or more intermediaries, controls, is controlled by or is under common control with, such first Person. For purposes of this definition, “control” and, with correlative meanings, the terms “controlled by” and “under common control with,” mean the possession, directly or indirectly, of the power to direct the management or policies of a Person, whether through the ownership of voting securities, by contract relating to voting rights or corporate governance, or otherwise.[/FONT][FONT=&quot][/FONT]

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[FONT=&quot][/FONT]
[FONT=&quot](b) “Associate” means, with respect to a Person who is an individual, (a) any of such Person’s Family Members; (b) any company, partnership or trust in which such Person or any of such Person’s Family Members owns five percent (5%) or more of its equity or voting interests; or (c) any trust for the benefit of such Person or one or more of such Person’s Family Members.[/FONT][FONT=&quot][/FONT]
[FONT=&quot](c) “Common Stock” means the common stock, $0.0001 par value per share, of the Company.[/FONT][FONT=&quot][/FONT]
[FONT=&quot](d) “Family Member” means, with respect to a Person, such Person’s spouse, parents, siblings, children and other descendants.[/FONT][FONT=&quot][/FONT]
[FONT=&quot](e) “Lock-Up Agreement” means that certain Registration Rights and Lock-Up Agreement dated as of June 3, 2020, by and among the Company and certain stockholders of the Company, as amended by Amendment No. 1 to Registration Rights and Lock-Up Agreement dated as of July 17, 2020.[/FONT][FONT=&quot][/FONT]
[FONT=&quot](f) “Person” means an individual, partnership, joint venture, limited liability company, corporation, firm, trust, unincorporated organization and government or other department or agency thereof.[/FONT][FONT=&quot][/FONT]
[FONT=&quot](g) “Voting Securities” means the Common Stock and any other securities of the Company entitled to vote in the election of directors.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]16. Section 409A. It is intended that the provisions of this Agreement will comply with, or be exempt from, Section 409A of the Internal Revenue Code of 1986, as amended and any regulations and guidelines promulgated thereunder, and the Agreement shall be interpreted on a basis consistent with such intent.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]17. Complete Agreement; Inconsistencies. This Agreement and any other documents referenced herein, constitute the complete and entire agreement and understanding of the Parties with respect to the subject matter hereof, and supersede in their entirety any and all prior understandings, commitments, obligations and/or agreements, whether written or oral, with respect thereto; it being understood and agreed that this Agreement and including the mutual covenants, agreements, acknowledgments and affirmations contained herein, is intended to constitute a complete settlement and resolution of all matters set forth in Section 7 hereof.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]18. Notices. For purposes of this Agreement, except as expressly provided otherwise, notices and all other communications provided for herein will be in writing and will be deemed to have been duly given (a) when received if delivered personally or by courier, or (b) on the date receipt is acknowledged if delivered by certified mail, postage prepaid, return receipt requested, as follows:[/FONT][FONT=&quot][/FONT]

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[FONT=&quot][/FONT]
[FONT=&quot]If to the Company, addressed to:[/FONT][FONT=&quot][/FONT]
[FONT=&quot]Nikola Corporation[/FONT][FONT=&quot]4141 E Broadway Road
Phoenix, AZ 85040[/FONT]
[FONT=&quot]Attention: Chief Legal Officer[/FONT][FONT=&quot][/FONT]
[FONT=&quot]If to the Executive, addressed to the last known residential address reflected in the Company’s records.[/FONT]
[FONT=&quot][/FONT]
[FONT=&quot]Notice may also be provided to such other address as either party may furnish to the other in writing in accordance herewith, except that notices or changes of address will be effective only upon receipt.[/FONT]
[FONT=&quot][/FONT]
[FONT=&quot]19. Applicable Law; Submission to Jurisdiction. This Agreement is entered into under, and will be governed for all purposes by, the laws of the State of Arizona, without regard to conflicts of laws principles thereof. With respect to any claim or dispute related to or arising under this Agreement, the Parties hereby consent to the exclusive jurisdiction, forum and venue of the state and federal courts located in the State of Arizona.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]20. Arbitration. Except as prohibited by law, the Parties agree that any dispute as to the meaning, effect, performance or validity of this Agreement or arising out of, related to, or in any way connected with, this Agreement or any relationship between the Executive and the Company (or between the Executive and any officer, director, employee or affiliates of the Company, each of whom is hereby designated a third party beneficiary of this Agreement regarding arbitration) will be resolved through binding arbitration in Maricopa County, Arizona under the rules of the American Arbitration Association and the Arbitration Rules set forth in Arizona Rules of Civil Procedure. Nothing in this arbitration provision is intended to limit any right the Executive may have to file a charge with or obtain relief from the National Labor Relations Board or any other state or federal agency. The Executive agrees that such arbitration will be conducted on an individual basis only, not a class, collective or representative basis, and hereby waive any right to bring class-wide, collective or representative claims before any arbitrator or in any forum. THE PARTIES UNDERSTAND THAT BY AGREEING TO ARBITRATE DISPUTES THEY ARE WAIVING ANY RIGHT THEY MIGHT OTHERWISE HAVE TO A JURY TRIAL. This arbitration provision is not intended to modify or limit substantive rights or the remedies available to the parties, including the right to seek interim relief, such as injunction or attachment, through judicial process, which will not be deemed a waiver of the right to demand and obtain arbitration.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]21. Severability. Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability will not affect any other provision or any other jurisdiction, but this Agreement will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.[/FONT][FONT=&quot][/FONT]

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[FONT=&quot]22. Successors and Assigns. The Parties’ obligations hereunder will be binding upon their successors and assigns. The Parties’ rights and the rights of the other Releasees will inure to the benefit of, and be enforceable by, any of the Parties’ and Releasees’ respective successors and assigns. The Company may assign all rights and obligations of this Agreement to any successor in interest to the assets of the Company. The Executive may not assign any rights and obligations of this Agreement without the prior written consent of the Company.[/FONT][FONT=&quot][/FONT]
[FONT=&quot]23. Amendments and Waivers. No amendment to or waiver of this Agreement or any of its terms will be binding upon any Party unless consented to in writing by such Party.[/FONT][FONT=&quot][/FONT]

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[FONT=&quot]IN WITNESS WHEREOF, the Parties have executed this Relinquishment and Release Agreement, effective on the date as provided herein.[/FONT][FONT=&quot][/FONT]

	NIKOLA CORPORATION
	By:	/s/ Mark Russell
	Name:	Mark Russell
	Title:	Chief Executive Officer
	TREVOR MILTON
		/s/ Trevor Milton

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[FONT=&quot][Signature Page][/FONT]​

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[/FONT]

 

[CoachCB]

Milton made out bigtime!

GM is standing firm here. I think this makes a comeback. I'm long here (plus I made a little profit off the run up when GM announced).

 

[CoachCB]

This stock has been a shit-show for the last 3 months. It shot up over $30 a week or so ago and I dumped all of it (made a few hundred $$, when I was down a few thousand, so I consider that a big win).....now it's down about 50%+ from where I sold it.

One of these EV stocks is going to be a success, NIO maybe? It's too volatile for me.

 

[Bozzie]

13.12 $ this AM. IPO was done in the 70's $



U.S. prosecutors charge Trevor Milton, founder of electric carmaker Nikola, with three counts of fraud

https://www.cnbc.com/2021/07/29/us-...rmaker-nikola-with-three-counts-of-fraud.html

 

[CoachCB]

There's a class action lawsuit going on also. Not sure if anyone will get anything out of it.