Results of Operations and Financial Condition. On August 13, 2026, Xos, Inc. (the “Company”) issued a press release announcing its financial position as of June 30, 2026, results of operations for the three and six months ended June 30, 2026 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included in

Entry into a Material Definitive Agreement. On June 4, 2026, Xos, Inc. (the “Company”) entered into (i) a Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain institutional investors (the “Purchasers”) and (ii) a Placement Agency Agreement (the “Placement Agency Agreement”) with Roth Capital Partners, LLC (“Roth”), pursuant to which Roth acted as the Company’s exclusive placement agent in connection with a registered direct offering of 1,090,910 shares of the Compa…

Results of Operations and Financial Condition. On May 14, 2026 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of March 31, 2026 , results of operations for the three months ended March 31, 2026 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included in

Entry into a Material Definitive Agreement. On May 8, 2026 , the Company and Aljomaih Automotive Co. ("Aljomaih") entered into a Third Amended and Restated Convertible Promissory Note (the "Third A&R Note") . The Third A&R Note altered the convertible promissory note issued by the Company to Aljomaih on August 11, 2022, in an original principal amount of $20 million (as subsequently amended, the "Convertible Note") to reduce the conversion price from $71.451 per share (as adjusted for the 1-f…

Entry into a Material Definitive Agreement. As previously disclosed, Christen T. Romero resigned as General Counsel and Secretary of Xos, Inc. (the "Company") effective January 10, 2025. On April 24, 2026 , Mr. Romero and the Company entered into a Confidential Separation Agreement and General Release (the "Separation Agreement") in order to clarify the terms applicable to Mr. Romero's separation from the Company. The Separation Agreement provides, among other things, that: (i) Mr. Romero wil…

Results of Operations and Financial Condition. On March 26, 2026 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of December 31, 2025 , results of operations for the three and twelve months ended December 31, 2025 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information include…

Results of Operations and Financial Condition. On November 13, 2025 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of September 30, 2025 , results of operations for the three and nine months ended September 30, 2025 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information incl…

Termination of a Material Definitive Agreement. On August 21, 2025 , Xos, Inc. (the "Company") entered into an agreement (the “Lease Termination Agreement”) with the lessor of the Company's 235,094 square foot manufacturing facility in Mesa, Arizona leased by the Company's indirect wholly owned subsidiary, EMV Automotive USA Inc., under a lease (the “Mesa Lease”) that expires in 2033. Pursuant to the Lease Termination Agreement, among other things: (i) the Mesa Lease shall be terminated, cont…

Unregistered Sales of Equity Securities. As previously disclosed, on August 8, 2025, the Company and Aljomaih Automotive Company ("Aljomaih") entered into Amendment No. 1 to the Note Purchase Agreement dated August 9, 2022 (as amended, the "Note Purchase Agreement") and a Second Amended and Restated Convertible Promissory Note (as amended, the “Convertible Note”). The Convertible Note provides that, among other things, the approximately $6.0 million of interest accrued under the Convertible N…

Entry into a Material Definitive Agreement. As previously disclosed, on August 8, 2025, Xos, Inc. (the "Company") and Aljomaih Automotive Co. ("Aljomaih") entered into Amendment No. 1 to Note Purchase Agreement (the "NPA Amendment") and a Second Amended and Restated Convertible Promissory Note (the "Convertible Note" and, together with the NPA Amendment, the “Aljomaih Amendments”). On August 14, 2025 , the Company and Aljomaih executed a letter agreement (the "Letter"), effective as of the da…

Entry into a Material Definitive Agreement. On August 14, 2025, Xos, Inc. (the “Company”) entered into a Sales Agreement (the “Sales Agreement”) with Roth Capital Partners, LLC (the “Agent”). Pursuant to the terms of the Sales Agreement, the Company may offer and sell shares of the Company’s common stock, par value $0.0001 (the “Shares”) having an aggregate offering amount of up to $20 million from time to time through the Agent. Pursuant to General Instruction I.B.6 of Form S-3, the Company…

Results of Operations and Financial Condition. On August 13, 2025 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of June 30, 2025 , results of operations for the three and six months ended June 30, 2025 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included in

The filing describes new employment agreements for existing executives, with no indication of a departure or significant change in roles.

Results of Operations and Financial Condition. On May 14, 2025 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of March 31, 2025 , results of operations for the three months ended March 31, 2025 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included in this Current R…

Results of Operations and Financial Condition. (b) On May 6, 2025 , Luisa Ingargiola resigned from our Board of Directors effective on the date of, and prior to, our 2025 Annual Meeting of Stockholders, which is scheduled for June 24, 2025. Ms. Ingargiola's resignation is not the result of any disagreement on any matter relating to the Company’s operations, policies or practices. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this…

Results of Operations and Financial Condition. On March 28, 2025 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of December 31, 2024 , results of operations for the three and twelve months ended months ended December 31, 2024 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the inform…

General Counsel and Secretary — Christen T. Romero: Mr. Romero resigned as General Counsel and Secretary of Xos, Inc.

Results of Operations and Financial Condition. On November 13, 2024 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of September 30, 2024 , results of operations for the three and nine months ended September 30, 2024 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information incl…

Results of Operations and Financial Condition. On August 13, 2024 , Xos, Inc. (the “Company”) issued a press release announcing its financial position as of June 30, 2024 , results of operations for the three and six months ended June 30, 2024 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included in this…

The filing describes a stockholder approval of an equity incentive plan amendment, not a management change.

Results of Operations and Financial Condition. On May 15, 2024, Xos, Inc. (the “Company”) issued a press release announcing its financial position as of March 31, 2024, results of operations for the three months ended March 31, 2024 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included in this Current Rep…

Results of Operations and Financial Condition. On March 21, 2024, Xos, Inc. (the “Company”) issued a press release announcing its financial position as of December 31, 2023, results of operations for the three months and year ended December 31, 2023 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included in…

Entry into a Material Definitive Agreement. Amendment to Arrangement Agreement As previously disclosed, on January 11, 2024, Xos, Inc., a Delaware corporation (“Xos”) and ElectraMeccanica Vehicles Corp., a corporation existing under the laws of the Province of British Columbia (“ElectraMeccanica”), entered into an arrangement agreement (as amended, the “Arrangement Agreement”), pursuant to which Xos will acquire all of the issued and outstanding common shares of ElectraMeccanica pursuant to a…