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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): January 4, 2025
___________________________________
Hyzon Motors Inc.
(Exact name of registrant as specified in its charter)
___________________________________

Delaware001-3963282-2726724
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification Number)
599 South Schmidt Road
Bolingbrook, IL
60440
(Address of principal executive offices)(Zip Code)
(585)-484-9337
(Registrant's telephone number, including area code)
                                                                                       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 A common stock, par value $0.0001 per shareHYZN
NASDAQ Capital Market
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $575.00 per shareHYZNW
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  ☒

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 8.01    Other Events

On January 4, 2025, the Compensation Committee (“Committee”) of the Board of Directors (“Board”) of Hyzon Motors Inc. (“Company”), following consultation with the Board’s compensation and legal advisors, approved retention incentives (interchangeably, each a “Retention Incentive” or “Incentive”) for certain of the Company’s executive officers and other key employees (each, a “Participant”). In connection with the Retention Incentive, the Company entered into a Retention Incentive Agreement with certain of its key employees and executive officers, including each of John Zavoli, General Counsel and Chief Legal Officer; John Waldron, Senior Vice President, Finance and Chief Accounting Officer; and Dr. Christian Mohrdieck, Chief Technology Officer, dated as of January 1, 2025, January 3, 2025, and December 23, 2024, respectively (each, a "Retention Incentive Agreement" and collectively, the "Retention Incentive Agreements"). The Retention Incentives are designed to enable the Company to retain and motivate the Participants through the Company’s anticipated restructuring efforts following the Company’s planned special shareholder meeting, scheduled for February 13, 2025, at which the Company is seeking shareholder approval of (i) the transfer of all or substantially all of the Company's assets through an assignment for the benefit of creditors and (ii) the liquidation and dissolution of the Company as described in the Company's definitive proxy statement filed with the Securities and Exchange Commission on December 30, 2024.

The amount of the Retention Incentive is equal to two months’ salary based on each Participant’s annual base salary, with 25% payable upon the first payroll date immediately following the effective date of the agreement, and the remaining 75% paid upon completion of the retention period. In exchange for the Retention Incentives, each Participant agreed to waive, discharge, and release the Company from certain claims that the Participant may have against the Company.

The aggregate amount of Retention Incentives paid or to be paid to certain of the Company’s executive officers is approximately $0.2 million as set forth in the following table:

NameTitleRetention Incentive
John ZavoliGeneral Counsel & Chief Legal Officer$60,000
John Waldron
Senior Vice President, Finance & Chief Accounting Officer
$58,333
Dr. Christian MohrdieckChief Technology Officer
$69,343 (€66,667) (*)

(*) Dr. Mohrdieck is employed by the Company’s subsidiary, Hyzon Motors GmbH, and is compensated in Euros. U.S. dollar denominated Retention Incentive amount converted from Euros.

The above summary of the Retention Incentives and the Retention Incentive Agreements is qualified in its entirety by reference to the complete terms and conditions as set forth in the Retention Incentive Agreements of Mr. Zavoli, Mr. Waldron, and Dr. Mohrdieck, which are attached hereto and filed herewith as Exhibit 10.1, 10.2, and 10.3, respectively, to this Current Report on Form 8-K and incorporated by reference into this Item 8.01.

Forward-Looking Statements.

This Current Report includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements contained herein that do not describe historical facts, including, but not limited to, statements relating to the expected net proceeds of the Offering, the anticipated use of proceeds of the Offering, and the timing of the closing of the Offering, are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those discussed in such forward-looking statements. You are cautioned that such statements are not guarantees of future performance and that the Company’s actual results may differ materially from those set forth in the forward-looking statements. All of these forward-looking statements are subject to risks and uncertainties that may change at any time. Factors that could cause the Company’s actual expectations to differ materially from these forward-looking statements include the Company’s ability improve its capital structure; Hyzon’s liquidity needs to operate its business and execute its strategy, and related use of cash; its ability to raise capital through equity issuances, asset sales or the incurrence of debt; the possibility that Hyzon may need to seek bankruptcy protection; Hyzon’s ability to fully execute actions and steps that would be probable of mitigating the existence of substantial doubt regarding its ability to continue as a going concern; our ability to enter into any desired strategic alternative on a timely basis, on acceptable terms; our ability to maintain the listing of our Common Stock on the Nasdaq Capital Market; retail and credit market conditions; higher cost of capital and borrowing costs; impairments; changes in general economic conditions; and the other factors under the heading “Risk Factors” set forth in the Company’s Annual Report on Form 10-K, as supplemented by the Company’s quarterly reports on Form 10-Q and current reports on Form 8-K. Such filings are available on our website or at www.sec.gov. You should not place undue reliance on these forward-looking statements, which are made only as of the date hereof. The Company undertakes no obligation to publicly update or revise forward-looking statements to reflect subsequent developments, events, or circumstances, except as may be required under applicable securities laws.

Item 9.01     Financial Statements and Exhibits.

(d) Exhibits.

Exhibit NumberDescription
10.1*
10.2
10.3
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the Securities and Exchange Commission.


SIGNATURE

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

HYZON MOTORS INC.
Date: January 7, 2025
By:
/s/ Parker Meeks
Name:
Parker Meeks
Title:
Chief Executive Officer


RETENTION AGREEMENT AND RELEASE OF CLAIMS THIS RETENTION AGREEMENT AND RELEASE OF CLAIMS (“Agreement”) is made by and between Hyzon Motors USA Inc. (“Hyzon”) and John Zavoli (“Employee”). Hyzon desires to retain Employee and, for that reason, is offering incentives by this Agreement to Employee to remain in Employee’s role. 1. Retention Payment: If Employee satisfies the eligibility requirements below and remains actively employed with Hyzon through the earlier of (a) April 20, 2025; or (b) the date Hyzon terminates Employee due to completion of Employee’s duties related to Hyzon’s liquidation, as determined in Hyzon’s sole discretion (the “Retention Date”), Hyzon agrees to pay Employee a retention payment in the gross amount of $60,000.03, less applicable taxes and withholdings (the “Retention Payment”). Employee’s Retention Payment will be paid in two installments, as follows:  A first installment of $15,000.01, less any required tax withholding, on the next practicable pay period date following the Effective Date of this Agreement (the “First Installment”); and  Provided Employee meets the eligibility requirements set forth in Section 2 below, a second installment of $45,000.02, less any required tax withholding, on the next practicable pay period date following the Retention Date (the “Second Installment”). 2. Eligibility Requirements: In addition to the Employee’s promises below, to be eligible for the Second Installment of the Retention Payment, Employee must devote Employee’s best efforts and full attention to the performance of Employee’s position in good faith and follow all Hyzon policies and procedures, all as reasonably determined by Hyzon. Employee will not be eligible for the Second Installment of the Retention Payment under this Agreement if Employee’s employment ends for any reason other than Hyzon’s termination of Employee due to completion of Employee’s duties related to Hyzon’s liquidation, as determined in Hyzon’s sole discretion, before the Retention Date. Nothing in this Agreement alters Employee’s status as an at-will employee. 3. Release of Claims: In exchange for the benefits described above, which Employee acknowledges constitutes good, valuable, and sufficient consideration to which Employee is not otherwise entitled, Employee waives, discharges, and releases Hyzon, and its subsidiaries, parents, affiliates, and the owners, officers, directors, employees, agents, attorneys, insurers, successors, and assigns of each (collectively, the “Released Parties”) from all legal, equitable, or administrative claims that Employee may have against the Released Parties, whether known or unknown. This waiver and release specifically includes, but is not limited to, claims arising under federal, state or local statutes, common law, ordinances, regulations, or equity, including the Age Discrimination in Employment Act. Employee waives any right to recover any attorneys’ fees or costs related to any alleged claims against the Released Parties. Employee agrees that this release includes any claims Employee may have, including claims of which Employee may not be presently aware. This release does not waive any claim that arises after Employee executes this Agreement or any right to challenge whether Employee knowingly and voluntarily waived Employee’s rights. Also excluded from this release are any claims for breach of this Agreement and any other claims that cannot be waived by law, including but not limited to the right to file a charge or complaint with or participate in an investigation conducted by any federal, state, or local governmental agency. However, Employee waives all rights to monetary or equitable relief from such proceedings should a claim be brought on Employee’s behalf, except when prohibited by law including claims with the U.S. Securities and Exchange Commission. The waiver and release in this Agreement shall not and expressly does not include any right or claim, whether legal or equitable, that Employee has or may have under the Employment Agreement dated July 15, 2021, by and between Employee and Hyzon, as amended (“Employment Agreement”), which is expressly incorporated by reference to this Agreement, including but not limited to, any right or claim Docusign Envelope ID: 38834926-3372-4F7B-923F-6A594749B811

 
2 FP 53282072.2 under Employment Agreement Section 8. - Compensation upon Termination of Employment. Employee reserves all rights under such Employment Agreement. 4. ADEA Waiver and Release: Employee acknowledges that this Agreement includes a release and waiver of any and all claims of age discrimination that Employee may have under the Age Discrimination in Employment Act (ADEA) and the Older Worker Benefits Protection Act. Employee understands that Employee is not releasing any ADEA claims that arise after Employee signs this Agreement. Employee agrees that the consideration being provided by Hyzon is being provided, in part, in exchange for Employee’s knowing and voluntary release and waiver of all rights and claims Employee has or may have arising under the ADEA. Employee agrees Employee has been given a period of forty-five (45) calendar days to decide whether to enter into this Agreement. Employee understands that after signing this Agreement, Employee has a period of seven (7) calendar days to revoke this Agreement. Should Employee exercise Employee’s right to revoke under this provision, this Agreement shall be null and void. Employee can revoke the Agreement by notifying Ofelia Carbajal, Global HR Director, 599 S. Schmidt Road, Bolingbrook, IL 60440, Ofelia.Carbajal@hyzonfuelcell.com, in writing of the decision to revoke no later than the seventh (7th) day following Employee’s execution of this Agreement. Employee acknowledges that Hyzon has advised Employee, in writing, to review this Agreement with an attorney prior to signing. Attachment A to this Agreement contains information regarding the Closure Retention Program being offered by the Company, as to the as to (a) the group of individuals from which employees were selected for the offer of the package and (b) the eligibility factors for the package. Attachment A also includes information regarding the job titles and ages of all individuals offered participation in this Program. 5. Effective Date: This Agreement shall become effective and enforceable on the eighth (8th) day following execution by Employee without revocation. 6. Miscellaneous: This Agreement embodies the entire agreement of the parties relating to the subject matter hereof. No amendment or modification of this Agreement shall be valid or binding upon the parties unless made in writing and signed by the parties. This Agreement shall be binding upon the parties and their respective heirs, representatives, successors, transferees, and assigns. The terms of this Agreement are severable, and any unenforceable provision shall not affect the validity of the remainder of the Agreement. This Agreement shall be governed by and construed in accordance with laws of the state where Employee primarily works, without regard to its choice of law rules. This Agreement shall not in any way be construed as an admission by Hyzon of any wrongdoing. Employee has read this Agreement and fully understands all of its provisions. Employee enters into this Agreement freely, voluntarily, and without any coercion or duress whatsoever. Employee understands that this Agreement is contractual in nature and may be enforced by either party. Hyzon Motors USA Inc. Employee By: Signature Date Name: Glenn Kushiner Its: Chief Restructuring Officer Date: Docusign Envelope ID: 38834926-3372-4F7B-923F-6A594749B811 1/1/2025 12/31/2024

 
RETENTION AGREEMENT AND RELEASE OF CLAIMS THIS RETENTION AGREEMENT AND RELEASE OF CLAIMS (“Agreement”) is made by and between Hyzon Motors USA Inc. (“Hyzon”) and John Waldron (“Employee”). Hyzon desires to retain Employee and, for that reason, is offering incentives by this Agreement to Employee to remain in Employee’s role. 1. Retention Payment: If Employee satisfies the eligibility requirements below and remains actively employed with Hyzon through the earlier of (a) April 20, 2025; or (b) the date Hyzon terminates Employee due to completion of Employee’s duties related to Hyzon’s liquidation, as determined in Hyzon’s sole discretion (the “Retention Date”), Hyzon agrees to pay Employee a retention payment in the gross amount of $58,333.34, less applicable taxes and withholdings (the “Retention Payment”). Employee’s Retention Payment will be paid in two installments, as follows:  A first installment of $14,583.34, less any required tax withholding, on the next practicable pay period date following the effective date of this Agreement (the “First Installment”); and  Provided Employee meets the eligibility requirements set forth in Section 2 below, a second installment of $43,750.00, less any required tax withholding, on the next practicable pay period date following the Retention Date (the “Second Installment”). 2. Eligibility Requirements: In addition to the Employee’s promises below, to be eligible for the Second Installment of the Retention Payment, Employee must devote Employee’s best efforts and full attention to the performance of Employee’s position in good faith and follow all Hyzon policies and procedures, all as reasonably determined by Hyzon. Employee will not be eligible for the Second Installment of the Retention Payment under this Agreement if Employee’s employment ends for any reason other than as specified in Section 1 (b), above, before the Retention Date. Nothing in this Agreement alters Employee’s status as an at-will employee. 3. Release of Claims: In exchange for the benefits described above, which Employee acknowledges constitutes good, valuable, and sufficient consideration to which Employee is not otherwise entitled, Employee waives, discharges, and releases Hyzon, and its subsidiaries, parents, affiliates, and the owners, officers, directors, employees, agents, attorneys, insurers, successors, and assigns of each (collectively, the “Released Parties”) from all legal, equitable, or administrative claims that Employee may have against the Released Parties, whether known or unknown. This waiver and release specifically includes, but is not limited to, claims arising under federal, state or local statutes, common law, ordinances, regulations, or equity. Employee waives any right to recover any attorneys’ fees or costs related to any alleged claims against the Released Parties. Employee agrees that this release includes any claims Employee may have, including claims of which Employee may not be presently aware. This release does not waive any claim that arises after Employee executes this Agreement or any right to challenge whether Employee knowingly and voluntarily waived Employee’s rights. Also excluded from this release are any claims for breach of this Agreement and any other claims that cannot be waived by law, including but not limited to the right to file a charge or complaint with or participate in an investigation conducted by any federal, state, or local governmental agency. However, Employee waives all rights to monetary or equitable relief from such proceedings should a claim be brought on Employee’s behalf, except when prohibited by law including claims with the U.S. Securities and Exchange Commission. The waiver and release in this Agreement shall not and expressly does not include any right or claim, whether legal or equitable, that Employee has or may have under (a) the Employment Agreement dated May 24, 2024 by and between Employee and Hyzon, as amended (“Employment Agreement”), which is expressly incorporated by reference to this Agreement, including but not limited to, any right or claim under Employment Agreement Section 8. - Compensation upon Termination of Employment; and (b) the Indemnification Agreement dated Docusign Envelope ID: BC63BB71-184F-4822-9227-7FF326F66DCE

 
2 FP 53154302.1 May 27, 2024 by and between Employee and Hyzon, (“Indemnification Agreement”). Employee reserves all rights under such Employment Agreement and Indemnification Agreement. 4. Waiver/Consideration Period Under the Illinois Workplace Transparency Act: By signing this Agreement, Employee acknowledges that the consideration given for the waiver and release is in addition to anything of value to which Employee was already entitled. Employee further acknowledges that Employee has been advised by this writing, as required by the Illinois Workplace Transparency Act, that: (1) This waiver and release Agreement does not apply to any rights or claims that may arise after signing this Agreement; (2) Employee should consult with an attorney prior to executing this Agreement; (3) Employee has at least twenty-one (21) days to consider this Agreement. By signing this Agreement, Employee will be acknowledging that Employee has considered its terms for twenty- one (21) days or waived Employee’s right to do so; (4) Employee has seven (7) calendar days following his/her execution of this Agreement to revoke his/her acceptance of the Agreement; and Employee may revoke this Agreement only by giving formal, written notice of Employee’s revocation of this Agreement, which notice must be delivered to Ofelia Carbajal, Director, Global HR, 599 S. Schmidt Road, Bolingbrook, IL 60440, Ofelia.Carbajal@hyzonfuelcell.com, by the seventh (7th) day following Employee’s execution of this Agreement. If Employee revokes this Agreement as provided herein, it shall be null and void and Employee will not receive any consideration mentioned above. If Employee does not properly revoke this Agreement within the seven (7) calendar day period, it will become effective, and both the Company and Employee will be bound by its terms. 5. Effective Date: This Agreement shall become effective and enforceable on the eighth (8th) day after it is signed and not revoked. 6. Miscellaneous: This Agreement embodies the entire agreement of the parties relating to the subject matter hereof. No amendment or modification of this Agreement shall be valid or binding upon the parties unless made in writing and signed by the parties. This Agreement shall be binding upon the parties and their respective heirs, representatives, successors, transferees, and assigns. The terms of this Agreement are severable, and any unenforceable provision shall not affect the validity of the remainder of the Agreement. This Agreement shall be governed by and construed in accordance with laws of the State of Illinois, without regard to its choice of law rules. This Agreement shall not in any way be construed as an admission by Hyzon of any wrongdoing. 7. Illinois Workplace Transparency Confirmations: Employee acknowledges that (1) Employee is entering into this Agreement knowingly and voluntarily; (2) this Agreement is supported by valid, bargained-for consideration; (3) Employee retains the right to report any good faith allegation of a purported violation of Article 2 of the Illinois Human Rights Act, Title VII of the Civil Rights Act of 1964, or other related state or federal rule or law that is enforced by the Illinois Department of Human Rights or Equal Employment Opportunity Commission to the appropriate federal, state, or local government agency enforcing discrimination laws; (4) Employee retains the right to report any good faith allegation of criminal conduct to any appropriate federal, state, or local official; (5) Employee retains the right to participate in a proceeding with any appropriate federal, state, or local government agency enforcing discrimination laws; (6) Employee retains the right to make any truthful statements or disclosures required by law, regulation, or legal process; (7) Employee retains the right to request or receive confidential legal advice; and (8) Employee acknowledges that this Agreement does not waive any claims for unlawful discrimination, harassment, or retaliation that are actionable under Article 2 of the Illinois Human Rights Act, Title VII of Docusign Envelope ID: BC63BB71-184F-4822-9227-7FF326F66DCE

 
3 FP 53154302.1 the Civil Rights Act of 1964, or any other state or federal rule or law that is enforced by the Illinois Department of Human Rights or the Equal Employment Opportunity Commission that may accrue after Employee’s execution of this Agreement. Employee has read this Agreement and fully understands all of its provisions. Employee enters into this Agreement freely, voluntarily, and without any coercion or duress whatsoever. Employee understands that this Agreement is contractual in nature and may be enforced by either party. Hyzon Motors USA Inc. Employee By: Signature Date Name: Glenn Kushiner Its: Chief Restructuring Officer Date: Docusign Envelope ID: BC63BB71-184F-4822-9227-7FF326F66DCE 1/3/2025 1/3/2025

 
RETENTION AGREEMENT AND RELEASE OF CLAIMS THIS RETENTION AGREEMENT AND RELEASE OF CLAIMS (“Agreement”) is made by and between Hyzon Motors Innovation GmbH (“Hyzon”) and Dr. Christian Mohrdieck (“Employee”). Hyzon desires to retain Employee and, for that reason, is offering incentives by this Agreement to Employee to remain in Employee’s role with the main purpose to honor the Employee’s loyalty towards Hyzon during the upcoming challenging times. 1. Retention Payment: If Employee remains actively employed with Hyzon through the earlier of (a) April 20, 2025; or (b) the date Hyzon terminates Employee due to completion of Employee’s duties related to Hyzon’s liquidation, as determined in Hyzon’s sole discretion (the “Retention Date”), Hyzon agrees to pay Employee a one-time retention payment in the gross amount of EUR 66,666.64, less applicable taxes and withholdings (the “Retention Payment”). Your Retention Payment will be paid to you in two installments, as follows:  Provided that you execute and deliver this Agreement to Hyzon by December 27, 2024, a first installment of EUR 16,666.66, less any required tax withholding, on January 3, 2025 (the “First Installment”); and  Provided you meet the eligibility requirements set forth in Section 2 below, a second installment of EUR 49,999.98, less any required tax withholding, on April 20, 2025 (the “Second Installment”). 2. Eligibility Requirements: In addition to the Employee’s promises below, to be eligible for the Retention Payment, Employee must devote Employee’s best efforts and full attention to the performance of Employee’s position in good faith as reasonably determined by Hyzon and follow all Hyzon policies and procedures. Employee will not be eligible for the Retention Payment under this Agreement if Employee’s employment ends for any other reason other than lack of work, as determined by Hyzon in its sole discretion, on or before the Retention Date. 3. Release of Claims: In exchange for the benefits described above, which Employee acknowledges constitutes good, valuable, and sufficient consideration to which Employee is not otherwise entitled, Employee waives, discharges, and releases Hyzon, and its subsidiaries, parents, affiliates, and the owners, officers, directors, employees, agents, attorneys, insurers, successors, and assigns of each (collectively, the “Released Parties”) from all legal, equitable, or administrative claims that Employee may have against the Released Parties, whether known or unknown. This waiver and release specifically includes, but is not limited to, claims arising under federal, state or local statutes, common law, ordinances, regulations, or equity. Employee waives any right to recover any attorneys’ fees or costs related to any alleged claims against the Released Parties. Employee agrees that this release includes any claims Employee may have, including claims of which Employee may not be presently aware. This release does not waive any claim that arises after Employee executes this Agreement or any right to challenge whether Employee knowingly and voluntarily waived Employee’s rights. Also excluded from this release are any claims for breach of this Agreement and any other claims that cannot be waived by law, including but not limited to the right to file a charge or complaint with or participate in an investigation conducted by any federal, state, or local governmental agency. However, Employee waives all rights to monetary or equitable relief from such proceedings should a claim be brought on Employee’s behalf, except when prohibited by law including claims with the U.S. Securities and Exchange Commission. 4. Effective Date: This Agreement shall become effective and enforceable after the execution by Employee. 5. Miscellaneous: This Agreement embodies the entire agreement of the parties relating to the subject matter hereof. No amendment or modification of this Agreement shall be valid or binding upon Docusign Envelope ID: 4B11A399-2290-4A4C-B19C-D5931D5354D4

 
2 the parties unless made in writing and signed by the parties. This Agreement shall be binding upon the parties and their respective heirs, representatives, successors, transferees, and assigns. The terms of this Agreement are severable, and any unenforceable provision shall not affect the validity of the remainder of the Agreement. This Agreement shall be governed by and construed in accordance with laws of the state where Employee primarily works, without regard to its choice of law rules. This Agreement shall not in any way be construed as an admission by Hyzon of any wrongdoing. Employee has read this Agreement and fully understands all of its provisions. Employee enters into this Agreement freely, voluntarily, and without any coercion or duress whatsoever. Employee understands that this Agreement is contractual in nature and may be enforced by either party. Hyzon Motors Innovation GmbH Employee By: Hyzon Motors USA Inc. Signature Date Its: Sole Shareholder By: Name: Glenn Kushiner Its: Chief Restructuring Officer Date: Docusign Envelope ID: 4B11A399-2290-4A4C-B19C-D5931D5354D4 12/23/2024 12/23/2024