Form 8-K

8-K — Aptera Motors Corp

Accession: 0001493152-26-016473

Filed: 2026-04-14

Period: 2026-04-08

CIK: 0001786471

SIC: 3711 (MOTOR VEHICLES & PASSENGER CAR BODIES)

Item: Unregistered Sales of Equity Securities

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

Documents

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EX-99.1 (ex99-1.htm)

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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): April 8, 2026

APTERA

MOTORS CORP.

(Exact

name of Registrant as Specified in Its Charter)

Delaware

001-42884

83-4079594

(State

or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS

Employer

Identification No.)

5818

El Camino Real

Carlsbad,

California

92008

(Address

of Principal Executive Offices)

(Zip

Code)

Registrant’s Telephone Number, Including Area Code: (858) 371-3151

Not Applicable

(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:

Title

of each class

Trading

Symbol(s)

Name

of each exchange on which registered

Class

B Common Stock, par value $0.0001 per share

SEV

Nasdaq

Capital Market

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 ☒

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

3.02 Unregistered Sales of Equity Securities.

April 8, 2026, Aptera Motors Corp. (the “Company”) entered into a settlement agreement and release with Zaptera USA,

Inc. (“Zaptera”) (the “Settlement”). In connection with and as consideration for the Settlement,

pursuant to an equity issuance agreement, on April 8, 2026, the Company agreed to issue to Zaptera 105,000 shares of the Company’s

Class B common stock, par value $0.0001 per share (the “Shares”), and warrants to purchase up to 210,000 shares of

Class B common stock (the “Warrants”). The Warrants have an exercise price equal to $2.78. The issuance of the Shares

and Warrants was made in a transaction exempt from registration in reliance on the exemption afforded by Section 4(a)(2) of the Securities

Act of 1933, as amended (the “Securities Act”).

Item

7.01 Regulation FD Disclosure.

April 14, 2026, the Company issued a press release announcing the resolution of the litigation. A copy of the press release is attached

as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.

The

information in this Current Report on Form 8-K under Item 7.01, including the information contained in Exhibit 99.1, is being furnished

to the Securities and Exchange Commission (the “SEC”), and shall not be deemed to be “filed” for the purposes

of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, and shall not be deemed

to be incorporated by reference into any filing under the Securities Act or the Securities Exchange Act of 1934, except as shall be expressly

set forth by a specific reference in such filing.

Item

8.01. Other Events.

previously disclosed in certain of the Company’s filings with the SEC, in August 2024, Zaptera filed a complaint against

the Company in the U.S. District Court for the Southern District of California, which was amended in February 2025. In June 2025, the

Court dismissed a subset of claims and Zaptera filed a Second Amended Complaint on June 26, 2025. The Second Amended Complaint asserted

certain claims against the Company and a group of individuals associated with the Company (collectively, the “Action”).

April 9, 2026, through a joint stipulation of the parties filed with the U.S. District Court for the Southern District of California,

all claims in the Action were dismissed with prejudice. In connection with the resolution of the Action, the Company agreed to the issuance

of equity consideration as discussed above.

Item

9.01 Financial Statements and Exhibits.

(d)

The following exhibit is furnished with this report:

Exhibit

No.

Description

99.1

Press Release, dated April 14, 2026

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.

Aptera

Motors Corp.

By:

/s/

Chris Anthony

Name:

Chris

Anthony

Title:

Co-Chief

Executive Officer

Date:

April 14, 2026

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

FOR

IMMEDIATE RELEASE

Aptera

Motors Resolves Legal Matter with Zaptera USA, Inc.

Carlsbad,

CA — April 14, 2026 — Aptera Motors Corp. (NASDAQ: SEV), a solar mobility company advancing ultra-efficient transportation,

and Zaptera USA, Inc. (“Zaptera”) have resolved litigation originally filed by Zaptera in 2024. Zaptera has dismissed all

claims with prejudice and without right of appeal, with each party to bear its own costs and attorney fees.

Chris

Anthony, Co-CEO of Aptera, said: “Resolving this matter allows us to move forward with clarity and focus as we continue advancing

our mission. Our team remains committed to delivering solar mobility to the world and accelerating the transition to more efficient,

sustainable transportation. With this unnecessary distraction behind us, we continue to focus bringing our vehicle to market and scaling

our impact.”

About

Aptera Motors

Aptera

Motors Corp. (NASDAQ: SEV) is a solar mobility company driven by a mission to advance the future of efficient transportation. Its flagship

vehicle is conceived to be a paradigm-shifting solar electric vehicle that leverages breakthroughs in aerodynamics, material science,

and solar technology to pursue new levels of efficiency. As a public benefit corporation, Aptera is committed to building a sustainable

business that positively impacts its stakeholders and the environment. Aptera is headquartered in Carlsbad, California. For more information,

please visit www.aptera.us.

Forward-Looking

Statements

This

press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the

Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding our plans and expectations for

validation builds, future production, manufacturing and assembly scale-up, our plans after the settlement with Zaptera, and the settlement’s

expected impact on our operations and focus.. These forward-looking statements are made as of the date they were first issued and were

based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such

as “expect,” “anticipate,” “should,” “believe,” “hope,” “target,”

“project,” “goals,” “estimate,” “potential,” “predict,” “may,”

“will,” “might,” “could,” “intend,” “shall,” “continue,” “advancing,”

“scaling,” and variations of these terms or the negative of these terms and similar expressions are intended to identify

these forward-looking statements.

Forward-looking

statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond Aptera’s

control. These risks include, among others, the possibility that the settlement may not achieve the anticipated benefits, supply

chain delays and disruptions; our ability to hire key personnel; the feasibility and timing of scaling our assembly and integration processes;

the availability and timing of required capital, and market conditions affecting financing; regulatory approvals and compliance; our

ability to continue as a going concern absent additional financing; our ability to access capital under our equity line of credit and

other sources on acceptable terms and timing, and other risks described in our filings with the Securities and Exchange Commission. The

forward-looking statements included in this press release represent Aptera’s views as of the date of this press release. Aptera

anticipates that subsequent events and developments will cause its views to change. Aptera undertakes no intention or obligation to update

or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These forward-looking statements

should not be relied upon as representing Aptera’s views as of any date subsequent to the date of this press release.

Media

Contact:

Media@aptera.us

Investor

Relations:

Aptera Motors Corp.

ir@aptera.us

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