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UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10 - Q ( Mark One ) × QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 ( D ) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30 , 2021 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( D ) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ΤΟ Commission File Number 001-38971 XL Fleet Corp. ( Exact name of Registrant as specified in its Charter ) 83-4109918 ( I.R.S. Employer Identification Number ) Delaware ( State or other jurisdiction of incorporation or organization ) 145 Newton Street Boston , Massachusetts ( Address of principal executive offices ) Registrant's telephone number , including area code : ( 617 ) 718-0329 02135 ( Zip Code ) Securities registered pursuant to Section 12 ( b ) of the Act : Title of Each Class : Trading Symbol ( s ) Shares of common stock , $ 0.0001 par value XL Name of Each Exchange on Which Registered : New York Stock Exchange Indicate by check mark whether the Registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the Registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No □ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the Registrant was required to submit and post such files ) . Yes > No □ Indicate by check mark whether the Registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company or an emerging growth company . See definition of “ large accelerated filer , " " accelerated filer , “ smaller reporting company ” and “ emerging growth company ” in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer ☑ Accelerated filer Smaller reporting company 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 . Indicate by check mark whether the Registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No ☑ As of November 10 , 2021 , 139,418,820 shares of the registrant's common stock , $ 0.0001 par value , were outstanding .