lvwr-20230518

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): May 18, 2023

LiveWire Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-41511

87-4730333

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

3700 West Juneau Avenue, Milwaukee, Wisconsin 53208

(Address of principal executive offices, including zip code)

(650) 447-8424

(Registrant’s telephone number, including area code)

Not Applicable

(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 exchange on which registered

Common Stock, $0.0001 par value per share

LVWR

New York Stock Exchange

Warrants to purchase common stock

LVWR WS

New York Stock Exchange

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.

On May 18, 2023, LiveWire Group, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). The Company’s stockholders voted on two proposals as set forth below, each of which is described in detail in the 2023 Proxy Statement. The number of votes cast for, against, or withholding authority, and the number of abstentions and any broker non-votes, with respect to each matter voted upon are set forth below.

1.The director nominees listed below were elected at the Annual Meeting to serve as directors of the Company for a term of one-year or until each of their respective successors have been duly elected and qualified:


Director Nominee	Shares Voted in Favor	Shares Withholding Authority	Broker Non-Votes
William Cornog	183,114,795	26,430	282,500
John Garcia	183,115,778	25,447	282,500
Gina Goetter	183,110,595	30,630	282,500
Kjell Gruner	183,124,736	16,489	282,500
Glen Koval	183,119,886	21,339	282,500
Edel O’Sullivan	183,111,361	29,864	282,500
Jochen Zeitz	183,109,533	31,692	282,500

2.The ratification of the selection of Ernst & Young, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.


Shares Voted For	Shares Voted Against	Abstentions
183,411,520	10,847	1,358


Item 9.01			Financial Statements and Exhibits.

(d)Exhibits. The following exhibit is being furnished herewith:


Exhibit No.			Description


104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

LiveWire Group, Inc.

Date: May 19, 2023

/s/ Amanda Parker

Amanda Parker

Chief Legal Officer & Corporate Secretary