DEFA14A 1 proxystatementsupplement-a.htm Document

Washington, D.C. 20549

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant

Check the appropriate box:

Preliminary Proxy Statement

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Definitive Proxy Statement

☒ Definitive Additional Materials

Soliciting Material under §240.14a-12

Nikola Corporation
(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒ No fee required.

Fee paid previously with preliminary materials.

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

4141 E Broadway Road
Phoenix, Arizona 85040
(480) 666-1038

Supplement to Proxy Statement for
Annual Meeting of Stockholders
to be held June 30, 2022

This supplement, dated June 1, 2022, supplements the definitive proxy statement (as supplemented prior to the date hereof, the “Proxy Statement”) of Nikola Corporation (the “Company”) filed with the Securities and Exchange Commission (the “SEC”) on April 20, 2022, as supplemented by a Supplement to the Proxy Statement filed with the SEC on May 27, 2022, relating to the Company’s 2022 Annual Meeting of Stockholders (the “Annual Meeting”), previously scheduled to be held virtually on June 1, 2022. The Annual Meeting was called to order at 9:00 a.m., Pacific Time (PT), on Wednesday, June 1, 2022 and then adjourned.

Notice is hereby given that the Annual Meeting has been adjourned and will reconvene at 9:00 a.m., Pacific Time (PT), on Thursday, June 30, 2022. The Annual Meeting will be held by live audio webcast at No changes have been made to the record date or the proposals to be brought before the Annual Meeting, which are presented in the Proxy Statement. Stockholders of record at the close of business on April 4, 2022 who have not yet voted are encouraged to vote by 11:59 p.m., Eastern Time (ET) on June 29, 2022, are entitled to vote at the Annual Meeting to be held on June 30, 2022, and may participate in the meeting using the control number included in the previously-distributed proxy materials.

The Company has decided to adjourn the Annual Meeting in order to provide additional time to solicit proxies with respect to the proposal to amend the Company’s Second Amended and Restated Certificate of Incorporation to increase the Company’s authorized shares of its common stock from 600,000,000 to 800,000,000, which requires the affirmative “FOR” vote of the holders of a majority of the then outstanding shares of the Company’s common stock. The Company’s board of directors recommends a vote “FOR” the abovementioned proposal for the reasons described in the Proxy Statement.