Item 1.01. Entry into a Material Definitive Agreement.

The information set forth under Item 5.02 of this Current Report on Form 8-K is incorporated herein by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 31, 2025, Powerfleet, Inc. (the "Company") entered into a second amendment to the severance agreement (the "Severance Agreement Amendment") with Steve Towe, the Company's Chief Executive Officer, to provide that the bonus payable to Mr. Towe under his severance agreement in the event any severance benefits are triggered shall be calculated at the rate of two times the amount of any bonus that would have otherwise been paid to Mr. Towe for the fiscal year during which Mr. Towe is terminated.

The foregoing description of the Severance Agreement Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Severance Agreement Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.