BKV Corporation (NYSE: BKV) wins Banpu Power vote on power stake

Rhea-AI Filing Summary

BKV Corporation reports a key step toward closing its previously announced power investment. On October 29, 2025, BKV agreed to acquire one-half of the limited liability company interests in BKV-BPP Power, LLC from Banpu Power US Corporation, a subsidiary of Banpu Power Public Company Limited.

On January 29, 2026, Banpu Power held an extraordinary general meeting where at least 75% of disinterested shareholders attending approved the transaction in accordance with Thai law. This update is furnished under Regulation FD to inform the market that the shareholder approval condition at Banpu Power has been satisfied.

Insights

Energy M&A and corporate governance analyst

Banpu Power shareholders cleared BKV’s planned acquisition of half of BKV-BPP Power, moving the deal closer to completion.

BKV Corporation had agreed on October 29, 2025 to buy one-half of the limited liability company interests in BKV-BPP Power, LLC from Banpu Power’s U.S. subsidiary. This structure links BKV more directly to a power-focused asset alongside Banpu Power.

The filing notes that on January 29, 2026, Banpu Power’s extraordinary general meeting delivered approval from at least 75% of disinterested shareholders attending, as required under Thai law. That threshold indicates the external shareholder base supported proceeding with the transaction.

This milestone suggests a major closing condition on Banpu Power’s side has been satisfied, though completion can still depend on other conditions in the purchase agreement. Future company filings may outline remaining steps and the timing of when BKV’s interest in BKV-BPP Power, LLC becomes effective.

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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 29, 2026

BKV CORPORATION 

(Exact name of registrant as specified in its charter)

Delaware	001-42282	85-0886382
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1200 17th Street, Suite 2100 Denver, Colorado	80202
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (720) 375-9680

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
Common Stock, par value $0.01 per share		BKV		New York Stock Exchange

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 x

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. x

Item 7.01. Regulation FD Disclosure.

As previously disclosed, on October 29, 2025, BKV Corporation (“BKV”) entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Banpu Power US Corporation (“BPPUS”), a wholly owned subsidiary of Banpu Power Public Company Limited (“BPP”), to acquire one-half of the limited liability company interests of BKV-BPP Power, LLC, a Delaware limited liability company (“BKV-BPP Power”), currently held by BPPUS upon the terms and subject to the conditions of the Purchase Agreement (such purchase and sale, together with the other transactions contemplated by the Purchase Agreement, the “Transaction”).

On January 29, 2026, BPP convened an extraordinary general meeting of the shareholders of BPP to, among other matters, approve the Transaction (the “BPP EGM”). Following the conclusion of the BPP EGM, BPP announced that at least 75% of the disinterested shareholders of BPP attending the BPP EGM approved Transaction in accordance with applicable Thai law.

This Item 7.01 of this Current Report on Form 8-K is being furnished to the Securities and Exchange Commission under Item 7.01 of Form 8-K in satisfaction of the public disclosure requirements of Regulation FD and shall not be deemed “filed” for any purpose.

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.

		BKV Corporation
January 29, 2026	By:	/s/ David R. Tameron
		David R. Tameron
		Chief Financial Officer

FAQ

What transaction did BKV (BKV) previously agree to with Banpu Power US Corporation?

BKV agreed to acquire one-half of the limited liability company interests in BKV-BPP Power, LLC from Banpu Power US Corporation. Banpu Power US is a wholly owned subsidiary of Banpu Power Public Company Limited, aligning BKV more closely with a shared power-focused venture.

What did Banpu Power shareholders approve that affects BKV (BKV)?

Banpu Power shareholders approved BKV’s planned acquisition of half of BKV-BPP Power, LLC. At an extraordinary general meeting, at least 75% of disinterested shareholders attending voted in favor, fulfilling a key Thai-law shareholder approval requirement for the transaction to advance.

Why was an extraordinary general meeting held by Banpu Power regarding BKV (BKV)?

Banpu Power convened an extraordinary general meeting on January 29, 2026 to consider, among other matters, approval of the BKV transaction. This meeting allowed disinterested shareholders to vote on whether Banpu Power could proceed with selling half of its BKV-BPP Power, LLC interest.

What shareholder approval threshold was required for the BKV (BKV) transaction?

The transaction required approval from at least 75% of disinterested shareholders of Banpu Power attending the meeting. The company reported that this threshold was met at the extraordinary general meeting, satisfying the relevant Thai law requirement for shareholder consent to the deal.

Does this BKV (BKV) update change the status of the transaction’s SEC filing?

The update is furnished under Item 7.01 of Form 8-K and Regulation FD, and is not deemed filed for liability purposes. It simply informs the market that Banpu Power shareholders approved the transaction, rather than altering existing SEC registration or reporting obligations.

Who are the key parties involved in BKV’s (BKV) BKV-BPP Power transaction?

Key parties include BKV Corporation as buyer, Banpu Power US Corporation as seller, and Banpu Power Public Company Limited as parent whose shareholders approved the deal. The asset is BKV-BPP Power, LLC, a Delaware limited liability company whose interests are being partially transferred.