{"schema_version":"secwatch.filing_event.v1","accession":"0001819493-23-000133","form_type":"8-K/A","ticker":"XOS","cik":"0001819493","company_name":"Xos, Inc.","filed_at":"2023-06-08T23:59:59+00:00","discovered_at":"2026-05-14T18:03:40.836031+00:00","generated_at":"2026-06-14T05:11:50.152330+00:00","sec_items":["5.07"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.5,"calibrated_materiality_score":0.5,"confidence":"high","headline":"Xos shareholders approve reverse stock split and equity issuances of >20% to Yorkville and Aljomaih","bullets":["Elected Class II directors Alice Jackson, George Mattson, Giordano Sordoni with >115M votes for each.","Ratified Grant Thornton LLP as auditor for FY2023 (133.7M for, 209k against).","Approved amendment to certificate of incorporation for reverse stock split (133.4M for, 912k against).","Approved issuance of >20% of common stock under Standby Equity Purchase Agreement and convertible debentures with Yorkville (~116.4M for each).","Approved issuance of >20% of common stock to Aljomaih Automotive Co. (116.8M for, 1.1M against)."],"urls":{"canonical":"https://secwatch.observer/filing/0001819493-23-000133","json":"https://secwatch.observer/filing/0001819493-23-000133.json","markdown":"https://secwatch.observer/filing/0001819493-23-000133.md","text":"https://secwatch.observer/filing/0001819493-23-000133.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/0001819493-23-000133-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/xos-20230531.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T05:11:50.152330+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"1b4782f4a6b66b56f7736b53b95d3c3b903fb13a","claim":"Xos, Inc. shareholders approved To elect the following three Class II directors to hold office until the Company’s 2026 Annual Meeting of stockholders. at the 2023-05-31 meeting.","evidence_excerpt":"To elect the following three Class II directors to hold office until the Company’s 2026 Annual Meeting of stockholders. The voting results were as follows: Name Votes For Votes Withheld Broker Non-Votes Alice Jackson 115,071,586 3,433,723 16,133,118 George Mattson 115,434,605 3,070,704 16,133,118 Giordano Sordoni 117,286,058 1,219,251 16,133,118","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/0001819493-23-000133-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-31"}],"fact_type":"shareholder_vote"},{"claim_id":"3c3dcfc5d70d2d16f413bad8ab0eae9cd6f60851","claim":"Xos, Inc. shareholders approved To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. at the 2023-05-31 meeting.","evidence_excerpt":"To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The voting results were as follows: Votes For Votes Against Abstentions 133,705,583 209,285 723,559","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/0001819493-23-000133-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-31"}],"fact_type":"shareholder_vote"},{"claim_id":"6740ad26278b7dbe9f27bb49293685048eaeed88","claim":"Xos, Inc. shareholders approved To approve the issuance of 20% or more of the Company’s issued and outstanding common stock to Aljomaih Automotive Co. at the 2023-05-31 meeting.","evidence_excerpt":"To approve the issuance of 20% or more of the Company’s issued and outstanding common stock to Aljomaih Automotive Co. The voting results were as follows: Votes For Votes Against Abstentions 116,823,467 1,135,605 546,237","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/0001819493-23-000133-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-31"}],"fact_type":"shareholder_vote"},{"claim_id":"67f1de448af6b3f3e358284d60db3b1d6dfc66bd","claim":"Xos, Inc. shareholders approved To approve the issuance of 20% or more of the Company’s issued and outstanding common stock as of August 9, 2022, pursuant to the convertible debentures with Yorkville. at the 2023-05-31 meeting.","evidence_excerpt":"To approve the issuance of 20% or more of the Company’s issued and outstanding common stock as of August 9, 2022, pursuant to the convertible debentures with Yorkville. The voting results were as follows: Votes For Votes Against Abstentions 116,370,953 1,563,844 570,512","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/0001819493-23-000133-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-31"}],"fact_type":"shareholder_vote"},{"claim_id":"8ce0382aebf8809f9562d7fb77675ef48fc05137","claim":"Xos, Inc. shareholders approved To approve the issuance of 20% or more of the Company’s issued and outstanding common stock as of March 23, 2022, pursuant to the Standby Equity Purchase Agreement with YA II PN, Ltd. (“Yorkville”). at the 2023-05-31 meeting.","evidence_excerpt":"To approve the issuance of 20% or more of the Company’s issued and outstanding common stock as of March 23, 2022, pursuant to the Standby Equity Purchase Agreement with YA II PN, Ltd. (“Yorkville”). The voting results were as follows: Votes For Votes Against Abstentions 116,390,519 1,549,093 565,697","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/0001819493-23-000133-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-31"}],"fact_type":"shareholder_vote"},{"claim_id":"d7118824ff3ca0fde5d9c6621508e9f34d3d1e8a","claim":"Xos, Inc. shareholders approved To approve an amendment to the Company’s certificate of incorporation to effect a reverse stock split of the Company’s issued and outstanding common stock. at the 2023-05-31 meeting.","evidence_excerpt":"To approve an amendment to the Company’s certificate of incorporation to effect a reverse stock split of the Company’s issued and outstanding common stock. The voting results were as follows: Votes For Votes Against Abstentions 133,361,616 912,890 363,921","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1819493/000181949323000133/0001819493-23-000133-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"reverse split"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-31"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}