UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 226, 2026

NU RIDE INC.

(Exact name of registrant as specified in its charter)

Delaware	001-38821	83-2533239
(State or other jurisdiction	(Commission	(IRS Employer
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
of incorporation)	File Number)	Identification No.)

1700 Broadway, 19th Floor

New York, New York 10019

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (212) 202-2200

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1 5.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Membership~~On ~~Interest~~June ~~Purchase~~30, ~~Agreement~~2026, upon the recommendation of the Corporate Governance and Nominating Committee, the board of directors (the “Board”) of Nu Ride Inc. (the “Company”) elected Paul W. Burkett as a director, effective July 1, 2026. Mr. Burkett will serve as a Class II director and will stand for election at the Company’s 2026 Annual Meeting of Stockholders. Mr. Burkett was appointed as a member of the Audit Committee, Corporate Governance and Nominating Committee and Transaction Committee of the Board. The Board has determined that Mr. Burkett qualifies as an independent director under the NASDAQ listing standards. Mr. Burkett will be compensated for his service on the Board in accordance with the Company’s non-employee director compensation arrangements as described in the Company’s Amendment No.1 to the Annual Report on Form 10-K/A filed with the Securities and Exchange Commission on April 29, 2026.

OnMr. ~~June~~Burkett 2,has ~~2026~~served ~~(the~~as ~~“Signing~~Chief ~~Date”),~~Executive ~~Affinity~~Officer ~~Advisory~~of ~~Holdings~~Snoaspen ~~Corp~~Insurance Group, Inc., alocated ~~Delaware~~in ~~corporation~~Reno, ~~(the~~Nevada, ~~“Buyer”)~~since ~~and~~August 1995, where he aprovides ~~wholly-owned~~risk ~~subsidiary~~management ofconsulting, Nuinsurance ~~Ride~~policy ~~Inc.~~and ~~(the~~program ~~“Company”)~~audit services, ~~entered~~and ~~into~~expert awitness ~~Membership~~opinions ~~Interest~~and ~~Purchase~~testimony ~~Agreement~~on ~~(the “Purchase~~insurance ~~Agreement”)~~coverage, ~~with~~claims ~~Affinity~~handling, ~~Advisory Network~~underwriting, ~~LLC~~ and ~~AAN~~insurance ~~Wealth~~company ~~Advisors,~~matters ~~LLC~~for ~~(together,~~both ~~“Affinity”),~~plaintiff ~~HIH~~and Mdefense ~~MFTG~~counsel. ~~Trust and~~Mr. ~~The~~Burkett ~~Hall~~also ~~Companies~~served as ~~Corporate~~Principal ~~Ohio~~and ~~Legacy~~Chief ~~Trust~~Operating ~~(the~~Officer ~~“Sellers”)~~of TUITIONGard®, ~~and~~Ltd. ~~Robert~~from ~~Hall~~1997 ~~pursuant~~ to ~~which~~2006, ~~the~~where ~~Buyer~~he ~~agreed~~was ~~to acquire~~responsible ~~100%~~for ofunderwriting ~~the~~and ~~issued~~claims handling functions, and ~~outstanding~~drafted ~~membership~~the ~~interests~~company’s ofinsurance ~~Affinity~~contract ~~from~~and ~~the~~related ~~Sellers~~endorsements. ~~The~~He ~~aggregate~~also ~~consideration~~served ~~payable~~as ~~under~~President and CEO ~~the~~of ~~Purchase~~Meadowbrook ~~Agreement~~Insurance ~~consists~~Group of ~~(a)~~Colorado afrom ~~cash~~1992 ~~payment~~to at2006, ~~closing~~where ofamong ~~$6,720,000,~~other ~~subject~~things tohe ~~customary~~assisted ~~adjustments~~in ~~for~~developing ~~working~~underwriting ~~capital,~~and claims ~~cash,~~handling ~~indebtedness,~~manuals ~~and~~for ~~transaction~~alternative ~~expenses;~~insurance ~~(b)~~programs. ~~80,000~~Earlier ~~shares~~in ofhis ~~Class~~career, AMr. ~~common~~Burkett ~~stock~~held ofvarious ~~the~~management ~~Company~~positions ~~(the~~in ~~“Class~~underwriting, risk Amanagement, ~~Common~~loss ~~Stock”~~control, and ~~such~~insurance ~~shares~~marketing, ~~the~~including ~~“Acquisition~~as ~~Shares”);~~Vice President and ~~(c)~~Manager ~~shares~~ of the ~~Buyer’s~~Risk ~~common~~Management ~~stock~~Services ~~equal~~Department at toFrank ~~15%~~B. ofHall ~~the~~& ~~Buyer’s issued~~Co. ~~and~~in ~~outstanding~~Colorado, ~~shares~~and ~~immediately~~in ~~following~~several ~~the~~senior ~~closing.~~management ~~The~~roles ~~Sellers~~at ~~are~~SAFECO ~~also~~Insurance ~~eligible~~Company toin ~~receive~~California aand ~~contingent earnout payment~~Colorado. ofSince ~~up to $1~~2022,~~312,000~~ ~~(plus~~Mr. ~~accrued~~Burkett ~~interest),~~has ~~payable~~served inas upan toAdjunct ~~three~~Professor ~~annual~~at ~~installments~~the University of ~~approximately~~Nevada, ~~$437~~Reno,~~333~~ ~~each~~teaching ~~following~~an ~~the~~upper-division Life and Health ~~closing,~~Insurance ~~subject~~course toin ~~meeting~~the ~~certain~~Business ~~insurance-writing~~College. ~~thresholds~~Mr. ~~The~~Burkett ~~Purchase~~is ~~Agreement~~a ~~contains~~licensed ~~customary~~risk ~~pre-closing~~management ~~operating~~consultant ~~covenants, an~~and ~~exclusivity~~licensed ~~obligation~~insurance producer for property, casualty, ~~confidentiality~~life and ~~public~~health ~~announcement~~insurance ~~controls,~~in ~~and~~Nevada. ~~customary~~He ~~post-closing~~earned ~~restrictive~~his ~~covenants~~J.D. ~~applicable to~~from ~~the~~Concord ~~Sellers~~Law ~~(including~~School, ~~Robert~~Purdue ~~Hall)~~University Global, ~~including~~in ~~non-competition~~2007, and ~~non-solicitation, for~~ holds a ~~period~~B.A. ofin ~~five~~International ~~years~~Relations ~~following~~from the ~~closing. Closing~~University of ~~the~~Minnesota, ~~transaction~~and is ~~subject~~a toveteran ~~customary~~of ~~conditions~~the United States Air Force.

~~Stockholders~~There ~~Agreement~~is no arrangement or understanding between Mr. Burkett and any other persons pursuant to which Mr. Burkett was selected as a director, and there are no transactions that require disclosure under Item 404(a) of Regulation S-K as a result of his appointment to the Board.

OnIn ~~the Signing Date~~addition, ~~the~~on ~~Buyer~~June 26, ~~the Company and the Sellers also agreed to a Stockholders Agreement (the “Stockholders Agreement”) to be entered into at closing of the transaction~~2026, ~~governing~~Michael ~~the ongoing governance and ownership of the Buyer following the closing of the acquisition~~J. ~~Under~~Wartell ~~the~~tendered ~~Stockholders~~his ~~Agreement,~~resignation ~~the~~from ~~Buyer’s board of directors will initially be composed of four directors: three directors designated by~~ the ~~Company majority holders (one of which will initially include Alexander Matina) and one director designated by the Sellers (initially Robert Hall)~~Board, ~~for~~effective ~~so long~~ as ~~the Sellers collectively hold at least the number~~ of ~~shares~~June ~~held~~30, ~~as of the date of the Stockholders Agreement~~2026. ~~Certain~~There ~~specified~~are ~~actions,~~no ~~including transactions that disproportionately and materially adversely affect~~disagreements ~~the Sellers’ rights, non-arm’s-length transactions~~ between ~~the~~Mr. ~~Buyer~~Wartell and the Company, ~~and~~relating ~~non~~to ~~pro rata Company share redemptions, require~~ the ~~affirmative vote of the Sellers~~Company’s ~~board nominee~~operations, ~~subject~~policies toor apractices ~~notice-and-response~~that ~~mechanism.~~resulted The Stockholders Agreement also provides for transfer restrictions on Buyer shares customary for situations of this type, including (a) board consent for transfers other than to family members, (b) a right of first refusal in ~~favor of the Company, (c) customary tag-along rights in favor of the minority holders and (d) drag-along rights in favor of the majority holders, subject to customary conditions in each case~~Mr. ~~The Stockholders Agreement~~Wartell’s ~~also~~decision ~~provides customary rights~~ to ~~the minority holders to put their shares to the Company in certain circumstances and customary rights of the majority holders to call the minority holder shares, in each case upon a repayment schedule~~resign.

Employment Agreement

On the Signing Date, the Buyer also entered into an Employment Agreement (the “Employment Agreement”) with Robert Hall, to become effective at the closing of the acquisition, pursuant to which Mr. Hall will serve as Chief Executive Officer of the Buyer, reporting to the board of directors of Buyer, for an initial three-year term that automatically renews for successive one-year periods unless either party provides timely written notice of non-renewal. Under the Employment Agreement, Mr. Hall is entitled to an annual base salary of $125,000, an annual cash bonus targeted at 100% of base salary, an annual equity bonus equal to 0.5% of the Buyer’s equity (subject to performance goals established by the board and an ownership cap mechanism that may result in cash or Company stock being issued in lieu of excess Buyer equity), and an annual Company equity bonus of 10,000 shares of Class A common stock, in each case subject to the achievement of board-established performance goals. In the event Mr. Hall is terminated without cause or resigns for good reason, he is entitled to receive six months of continued base salary and a prorated equity bonus, conditioned upon his execution of a release of claims within the applicable timeframes. The Employment Agreement also includes customary restrictive covenants, including confidentiality obligations and non-competition and non-solicitation covenants that apply during the term of employment and for a period of twenty-four months following any termination of employment.

The foregoing description of each of the Purchase Agreement, Stockholders Agreement and Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, Stockholders Agreement and Employment Agreement, respectively, which the Company expects to file as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026.

On June 3, 2026, the Company issued a press release announcing the transaction. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 3.02 Unregistered Sales of Equity Securities.

The information in Item 1.01 regarding the issuance of the Acquisition Shares is hereby incorporated herein by reference.

The Acquisition Shares will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and will be (as applicable) issued to the Sellers in a transaction exempt from registration under the Securities Act in reliance upon the exemption from registration provided by Section 4(a)(2) under the Securities Act and/or Regulation D promulgated thereunder. Accordingly, the Acquisition Shares constitute “restricted securities” within the meaning of Rule 144 under the Act.

Item 9.01 Financial Statements and Exhibits.

99.1	Press release, dated June 3, 2026.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	NU RIDE INC.
	By:	/s/ Alexander Matina
	Name:	Alexander Matina
Date: June 4, 2026	Title:	Chief Executive Officer
Date: June 30, 2026	Title:	Chief Executive Officer

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