STOCK TITAN

KORE Group Holdings (NYSE: KORE) holders dispose 4.85M shares in merger

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

Entities affiliated with ABRY Partners, reported as ten-percent owners of KORE Group Holdings, Inc., indirectly disposed of 4,850,587 shares of Common Stock in connection with the merger of KORE and KONA Merger Sub Co., a wholly owned subsidiary of KONA Parent, L.P. Immediately prior to Closing, ABRY Partners VII, L.P. and ABRY Partners VII Co-Investment Fund, L.P. contributed 4,300,157 and 248,042 shares, respectively, to KONA Parent in exchange for interests in KONA Parent, while each remaining KORE share not held by KONA Parent was cancelled and converted into the right to receive $9.25 per share in cash. Following this issuer-related disposition, the reporting persons show zero KORE shares, and ABRY-related managers and individuals expressly disclaim beneficial ownership beyond their pecuniary interests.

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Insider ABRY Partners VII, L.P., ABRY PARTNERS II, LLC, ABRY Partners VII Co-Investment Fund, L.P., ABRY INVESTMENT PARTNERSHIP, L.P., ABRY Senior Equity IV, L.P., ABRY Senior Equity Co-Investment Fund IV, L.P., YUDKOFF ROYCE, KOENIG PEGGY, Grossman Jay M.
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
Disposition Common Stock F1, F2, F3, F4 4,850,587 $9.25 $44.87M
Holdings After Transaction: Common Stock — 0 shares (Indirect, See footnotes)
Footnotes (4)
  1. F1. The reported amounts reflect the 1-for-5 reverse stock split effected by the Issuer on July 1, 2024 of its Common stock ("Common Stock").
  2. F2. The reported securities were disposed of in connection with the consummation ("Closing") of the merger (the "Merger") of Issuer and KONA Merger Sub Co., a wholly owned subsidiary of KONA Parent, L. P. ("Parent"). Immediately prior to Closing, and pursuant to certain voting, support and rollover agreements, ABRY Partners VII, L.P. and ABRY Partners VII Co-Investment Fund, L.P. contributed 4,300,157 and 248,042 shares of Common Stock, respectively, to Parent, in exchange for interests in Parent. Upon Closing, each share of Common Stock not held by Parent was cancelled and converted into the right to receive a cash payment of $9.25 per share.
  3. F3. ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P., ABRY Investment Partnership, L.P., ABRY Senior Equity IV, L.P. and ABRY Senior Equity Co-Investment Fund IV, L.P. (collectively, the "ABRY Funds") are managed and/or controlled by ABRY Partners, LLC ("ABRY I") and ABRY Partners II, LLC ("ABRY II") and/or their respective affiliates. ABRY I and ABRY II are investment advisors registered with the SEC. Royce Yudkoff, as managing member of ABRY I and sole member of certain of its affiliates, has the right to exercise investment and voting power on behalf of ABRY Investment Partnership, L.P. Peggy Koenig and Jay Grossman, as equal members of ABRY II and of certain of its affiliates, have the right to exercise investment and voting power on behalf of the ABRY Funds.
  4. F4. Each of ABRY I, ABRY II, Royce Yudkoff, Peggy Koenig and Jay Grossman disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, and the inclusion of the shares reported herein in any Section 16 report by such Reporting Persons shall not be deemed to be an admission of beneficial ownership of the shares reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Shares disposed 4,850,587 shares Common Stock indirectly disposed of in issuer-related merger transaction
Price per cancelled share $9.25 per share Cash payment right for each KORE share not held by KONA Parent at Closing
Shares after transaction 0 shares KORE Common Stock holdings reported by the insider group following the merger disposition
Shares contributed by ABRY Partners VII, L.P. 4,300,157 shares KORE shares contributed to KONA Parent, L.P. immediately prior to Closing
Shares contributed by ABRY Partners VII Co-Investment Fund, L.P. 248,042 shares KORE shares contributed to KONA Parent, L.P. immediately prior to Closing
Reverse stock split ratio 1-for-5 Reverse stock split of KORE Common Stock effective before the reported transaction
Reverse stock split date July 1, 2024 Effective date of the 1-for-5 reverse stock split reflected in share amounts
reverse stock split financial
"The reported amounts reflect the 1-for-5 reverse stock split effected by the Issuer..."
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
disposition to issuer financial
"Transaction code description for D is given as "Disposition to issuer" in the data."
voting, support and rollover agreements regulatory
"Immediately prior to Closing, and pursuant to certain voting, support and rollover agreements..."
pecuniary interests financial
"disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein"
Section 16 regulatory
"for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

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FAQ

What insider transaction in KORE (KORE) is reported by the ABRY entities?

ABRY-affiliated reporting persons indirectly disposed of 4,850,587 shares of KORE Group Holdings Common Stock in an issuer-related transaction tied to a merger, leaving them with zero reported KORE shares following Closing.

How is the KORE (KORE) merger with KONA Parent L.P. described for these shares?

The securities were disposed of upon consummation of a merger between KORE and KONA Merger Sub Co., a subsidiary of KONA Parent, L.P., where each KORE share not held by KONA Parent was cancelled and converted into a right to receive $9.25 per share in cash.

How many KORE (KORE) shares did ABRY funds contribute to KONA Parent before Closing?

Immediately prior to Closing, ABRY Partners VII, L.P. contributed 4,300,157 shares and ABRY Partners VII Co-Investment Fund, L.P. contributed 248,042 shares of KORE Common Stock to KONA Parent, L.P. in exchange for interests in KONA Parent.

What price per share applies to KORE (KORE) shares cancelled in the merger?

Each KORE Common Stock share not held by KONA Parent was cancelled and converted into the right to receive $9.25 per share in cash upon Closing, as part of the merger consideration structure described for the transaction.

How did KORE’s (KORE) reverse stock split affect the reported share amounts?

The reported share amounts reflect KORE’s 1-for-5 reverse stock split of its Common Stock that became effective on July 1, 2024, meaning all transaction and holding figures are already adjusted for that split ratio.

Do the ABRY managers personally claim full beneficial ownership of the KORE (KORE) shares?

ABRY Partners entities and individuals, including Royce Yudkoff, Peggy Koenig and Jay Grossman, expressly disclaim beneficial ownership of the reported KORE shares, except to the extent of their respective pecuniary interests in those securities.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
ABRY Partners VII, L.P.

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
KORE Group Holdings, Inc. [ KORE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/21/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock07/21/2026D4,850,587(1)D$9.25(2)0ISee footnotes(3)(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
ABRY Partners VII, L.P.

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ABRY PARTNERS II, LLC

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ABRY Partners VII Co-Investment Fund, L.P.

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ABRY INVESTMENT PARTNERSHIP, L.P.

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ABRY Senior Equity IV, L.P.

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ABRY Senior Equity Co-Investment Fund IV, L.P.

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
YUDKOFF ROYCE

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
KOENIG PEGGY

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Grossman Jay M.

(Last)(First)(Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MASSACHUSETTS 02199

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The reported amounts reflect the 1-for-5 reverse stock split effected by the Issuer on July 1, 2024 of its Common stock ("Common Stock").
2. The reported securities were disposed of in connection with the consummation ("Closing") of the merger (the "Merger") of Issuer and KONA Merger Sub Co., a wholly owned subsidiary of KONA Parent, L. P. ("Parent"). Immediately prior to Closing, and pursuant to certain voting, support and rollover agreements, ABRY Partners VII, L.P. and ABRY Partners VII Co-Investment Fund, L.P. contributed 4,300,157 and 248,042 shares of Common Stock, respectively, to Parent, in exchange for interests in Parent. Upon Closing, each share of Common Stock not held by Parent was cancelled and converted into the right to receive a cash payment of $9.25 per share.
3. ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P., ABRY Investment Partnership, L.P., ABRY Senior Equity IV, L.P. and ABRY Senior Equity Co-Investment Fund IV, L.P. (collectively, the "ABRY Funds") are managed and/or controlled by ABRY Partners, LLC ("ABRY I") and ABRY Partners II, LLC ("ABRY II") and/or their respective affiliates. ABRY I and ABRY II are investment advisors registered with the SEC. Royce Yudkoff, as managing member of ABRY I and sole member of certain of its affiliates, has the right to exercise investment and voting power on behalf of ABRY Investment Partnership, L.P. Peggy Koenig and Jay Grossman, as equal members of ABRY II and of certain of its affiliates, have the right to exercise investment and voting power on behalf of the ABRY Funds.
4. Each of ABRY I, ABRY II, Royce Yudkoff, Peggy Koenig and Jay Grossman disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, and the inclusion of the shares reported herein in any Section 16 report by such Reporting Persons shall not be deemed to be an admission of beneficial ownership of the shares reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
ABRY PARTNERS VII, L.P., /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
ABRY PARTNERS II, LLC, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
ABRY PARTNERS VII CO-INVESTMENT FUND, L.P., /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
ABRY INVESTMENT PARTNERSHIP, L.P., /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
ABRY SENIOR EQUITY IV, L.P, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
ABRY SENIOR EQUITY CO-INVESTMENT FUND IV, L.P, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
ROYCE YUDKOFF, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
PEGGY KOENIG, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
JAY GROSSMAN, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact07/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)