Workhorse Group Inc. — Director's Dealing 2019

Jan 7, 2019

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Workhorse Group Inc. (WKHS)
CIK: 0001425287
Period of Report: 2018-12-31

Reporting Person: MARATHON ASSET MANAGEMENT LP (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrants (right to buy)	$1.25	2023-12-31	Common Stock (8053390)		Indirect

Footnotes

F1: The warrants issued by Workhorse Group Inc. are held by funds (the "Funds and Accounts"), which are advised by Marathon Asset Management, L.P. (the "Reporting Person"). The Reporting Person, in its capacity as the investment manager of the Funds and Accounts, has sole power to direct the disposition of the warrants held by the Funds and Accounts and, following exercise of such warrants, to vote and direct the disposition of the underlying shares of the issuer's common stock. Thus, for the purposes of Rule 13d-3 under the Securities Exchange Act of 1934 (the "Exchange Act"), the Reporting Person may be deemed to beneficially own the securities reported herein. The Reporting Person's interest in such securities is limited to the extent of its pecuniary interest in the Funds and Accounts, if any. The general partner of the Reporting Person is Marathon Asset Management GP, L.L.C. (the "General Partner"). Bruce Richards and Louis Hanover are the managing members of the General Partner.

F2: This report shall not be deemed an admission that the Reporting Person, the General Partner, Messrs. Richards or Hanover, the Funds and Accounts or any other person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Exchange Act, or for any other purpose.