0001013762-16-001337.txt : 20160224 0001013762-16-001337.hdr.sgml : 20160224 20160224150859 ACCESSION NUMBER: 0001013762-16-001337 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160224 DATE AS OF CHANGE: 20160224 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Workhorse Group Inc. CENTRAL INDEX KEY: 0001425287 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 261394771 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85176 FILM NUMBER: 161451663 BUSINESS ADDRESS: STREET 1: 100 COMMERCE DRIVE CITY: LOVELAND STATE: OH ZIP: 45140 BUSINESS PHONE: 312-454-0015 MAIL ADDRESS: STREET 1: 100 COMMERCE DRIVE CITY: LOVELAND STATE: OH ZIP: 45140 FORMER COMPANY: FORMER CONFORMED NAME: AMP Holding Inc. DATE OF NAME CHANGE: 20100525 FORMER COMPANY: FORMER CONFORMED NAME: Title Starts Online, Inc. DATE OF NAME CHANGE: 20080128 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BAKSA STEPHEN D CENTRAL INDEX KEY: 0001019566 FILING VALUES: FORM TYPE: SC 13D/A SC 13D/A 1 sc13d0216a3baksa_workhorse.htm AMENDMENT NO. 3 TO FORM SC 13D

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13D

(Rule 13d-101)

 

Amendment No. 3

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

 

 

WORKHORSE GROUP INC.

 

 

 

 (Name of Issuer)

 

 

COMMON STOCK, PAR VALUE $.001 PER SHARE

 

 

 

 

 (Title of Class of Securities)

 

001754100

 

 

 

 

 (CUSIP Number)

 

C/O Workhorse Group Inc.

100 Commerce Drive, Loveland, Ohio  45140

 

 

 

 

 Stephen D. Baksa, 2 Woods Lane, Chatham, New Jersey, 07928

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

 

February 16, 2016

 

 

 

 

(Date of Event Which Requires Filing of This Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ¨.

 

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.

 

 

(Continued on following pages)

 

 

 (Page 1 of 4 Pages) 
 

 

 

CUSIP No. 001754100

 

 

13D

 

Page 2 of 4 Pages

 

1

 

NAME OF REPORTING PERSONS

S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS

 

Stephen D. Baksa

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o

(b) ¨

 

3

 

SEC USE ONLY

 

 

4

 

SOURCE OF FUNDS* OO

 

 

5

 

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

 

6

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

 

       

 

 

 

NUMBER OF SHARES

 

7

 

SOLE VOTING POWER

3,389,442(1)

 

BENEFICIALLY

OWNED BY

 

8

 

SHARED VOTING POWER

 

0

 

 

9

 

SOLE DISPOSITIVE POWER

 

3,389,442 (1)

 

PERSON WITH

 

10

 

SHARED DISPOSITIVE POWER 0

 

 

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,389,442 (1)

 

12

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES

CERTAIN SHARES* ¨

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

17.9% (2)

 

14

 

TYPE OF REPORTING PERSON*

IN

 

 (Page 2 of 4 Pages) 
 

 

(1) As of the date of the event which requires filing of this Schedule 13D, the Reporting Person beneficially owns 3,389,442 shares of common stock, which includes (i) 2,552,513 shares of common stock held directly by the Reporting Person; (ii) common stock purchase warrants to acquire 71,429 shares of common stock at $1.40 per share (iii) common stock purchase warrants to acquire 375,000 shares of common stock at $1.50 per share, (iv) 31,000 shares of common stock held by the Stephen D. Baksa 2012 Trust F/B/O Sarah E. Marra, F/B/O Brian S. Baksa, (v) a common stock purchase warrant to acquire 125,000 shares of common stock at $4.00 per share; (vi) a common stock purchase warrant to acquire 91,624 shares of common stock at $5.28 per share; and (vii) a common stock purchase warrant to acquire 142,857 shares of common stock at $5.28 per share .

 

(2) Percentage of class calculated based on an aggregate of 18,204,923 shares issued and outstanding as of January 5, 2016, after giving effect to the transactions described in Item 4 of this Schedule 13D.

 

Item 1. Security and Issuer.

 

This Schedule 13D relates to the Common Stock, par value $0.001 per share (the “Common Stock”), of Workhorse Group Inc., a Nevada Corporation (the “Issuer”). The Issuer’s principal executive offices are located at 100 Commerce Drive, Loveland, Ohio 45140.

 

Item 2. Identity and Background.

 

This statement is being filed by and on behalf of Stephen D. Baksa (“Reporting Person”).

 

The address of the principal office of the Reporting Person is 2 Woods Lane, Chatham, New Jersey, 07928.

 

Reporting Person is principally involved in the business of consulting.

 

Reporting Person is a citizen of the United States.

Reporting Person is an accredited investor.

 

During the last five years, Reporting Person has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration.

 

Between the dates March 17, 2014 and February 16, 2016, the Reporting Person participated in several of the Issuer's financings pursuant to which the Reporting Person acquired shares of common stock of the Issuer (the "Shares") and Common Stock Purchase Warrants (the "Warrants" and together with the Shares, the "Securities") to purchase shares of common stock of the Issuer.

  

The Reporting Person acquired beneficial ownership of the Securities with his own personal funds.

 

The Reporting Person did not acquire beneficial ownership of any Securities with borrowed funds.

 

 

 (Page 3 of 4 Pages) 
 

 

Item 4. Purpose of Transaction.

 

The Reporting Person has acquired the Securities of the Issuer for investment purposes, and such purchases have been made in the Reporting Person’s ordinary course of business.

Item 5. Interest in Securities of the Issuer.

 

As of February 16, 2016, Reporting Person beneficially owned 3,389,442 or 17.9% of Issuer’s common stock. 

 

Except as described in this Schedule 13D, Baksa has not effectuated any other transactions involving the securities in the last 60 days.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

 

Other than as described in this Schedule 13D, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Persons and any other person with respect to any securities of the Issuer.

 

Item 7. Material to be Filed as Exhibits.

 

Exhibit No.   Description of Exhibit

 

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and accurate.

 

 

 

   
   
February 24, 2016 By:  /s/ Stephen D. Baksa
    Stephen D. Baksa

 

 

 

 

 

 

 

(Page 4 of 4 Pages)