LiveWire Appoints Chief Restructuring Officer After CEO Resignation

LiveWire Group, Inc. has appointed Roy Gallagher as Chief Restructuring Officer following the resignation of Chief Executive Officer Karim Donnez on October 21, 2026. The company disclosed these governance changes in an 8-K filing with the Securities and Exchange Commission, signaling a shift in executive leadership and board structure.

Donnez's departure was effective immediately upon his resignation. The Board of Directors subsequently moved to fill the leadership gap by appointing two new directors, David Barse and Scott Nash, effective October 22, 2026. Barse was determined to be independent under New York Stock Exchange rules and disinterested under Delaware General Corporation Law Section 144. In connection with his appointment, Barse entered into a director agreement that provides a cash fee of $45,000 per month and a per diem fee of $7,500 in certain legal circumstances. He will not participate in the company's Non-Employee Director Compensation Policy.

Nash, who serves as General Manager of Quality for Harley-Davidson, Inc., will not receive additional compensation for his board service due to his existing employment. The Board noted there are no other arrangements regarding the selection of these directors beyond the director agreement and Nash's employment status. No transactions requiring disclosure under Item 404(a) of Regulation S-K were identified for either new director.

On October 22, 2026, the Board formed a Special Restructuring Committee comprising William Cornog and David Barse. This committee was delegated sole authority to review, evaluate, and negotiate strategic transactions, including debt or equity financing, sales, recapitalizations, and other similar opportunities. The committee also holds exclusive authority to approve or reject matters involving potential conflicts of interest among directors. The Board retains the right to approve strategic transactions that do not constitute potential conflict matters.

The Special Restructuring Committee appointed Roy Gallagher as Chief Restructuring Officer effective October 25, 2026. Gallagher, age 50, will serve as the principal executive officer and report directly to the Special Restructuring Committee. He has served as Senior Managing Director of Ankura Consulting Group, LLC since October 2016, where he leads the Global Solutions business group. His background includes over 25 years in global financial markets and more than a decade as an active investor in leveraged loan and distressed debt markets.

Gallagher will not receive direct compensation from LiveWire. Instead, the company agreed to pay Ankura a monthly fee of $140,000 for his services, along with hourly fees for additional personnel and expense reimbursements, as outlined in an engagement letter dated October 25, 2026. The filing states there are no family relationships between Gallagher and any LiveWire directors or officers, nor any transactions requiring disclosure under Item 404(a) of Regulation S-K.

The formation of the Special Restructuring Committee led to the dissolution of the previously existing Conflicts Committee. The Conflicts Committee determined its continued existence was unnecessary given that the new committee consists solely of two disinterested directors. This structural change centralizes oversight of strategic transactions and conflict management within the newly established body.