KORE EVP cashes out shares at $9.25 in merger

KORE Group Holdings' Executive Vice President and COO, Gordon Bruce William, reported merger-related dispositions on July 21, 2026.

Rhea-AI Filing Summary

KORE Group Holdings' Executive Vice President and COO, Gordon Bruce William, reported merger-related dispositions on July 21, 2026. 69,329 shares of common stock were converted into the right to receive $9.25 in cash per share under an Agreement and Plan of Merger with KONA Parent. In addition, 62,500 restricted stock units were converted into cash-based Parent Equity Cash Awards equal to the underlying shares multiplied by $9.25, continuing to vest and pay out on the same schedule as the original awards. After these transactions, he reported no remaining holdings of these securities.

Insider Trade Summary

Disposition: 131,829 shares

Disposition 2 txns

Insider Gordon Bruce William

Role Exec. Vice Pres. & COO

Type	Security	Shares	Price	Value
Disposition	Restricted Stock Units F2	62,500	$9.25	$578K
Disposition	Common Stock F1	69,329	$9.25	$641K

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 0 shares (Direct)

Footnotes (2)

1. F1. In connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 26, 2026, by and among the Issuer, KONA Parent, L.P. and KONA Merger Sub Co., each share of the Issuer's common stock held by the Reporting Person were converted into the right to receive an amount in cash equal to $9.25 per share.
2. F2. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock. Each RSU outstanding immediately prior to the effective time of the merger (the "Effective Time") was converted into the right to receive a cash-based award (a "Parent Equity Cash Award") in an amount equal to the product of (i) the number of shares of the Issuer's common stock subject to such RSU immediately prior to the Effective Time multiplied by (ii) $9.25. Each Parent Equity Cash Award remains outstanding after the Effective Time and is subject to the same terms and conditions that applied to the corresponding RSU immediately prior to the Effective Time, including the applicable vesting schedule, acceleration (including double-trigger vesting protection) and payment-timing provisions

Key Figures

Common shares disposed: 69,329 shares RSUs converted: 62,500 units Merger cash price: $9.25 per share +1 more

4 metrics

Common shares disposed 69,329 shares Disposition to issuer at $9.25 per share on 2026-07-21 under Merger Agreement

RSUs converted 62,500 units RSUs converted into cash-based Parent Equity Cash Awards at $9.25 per underlying share

Merger cash price $9.25 per share Cash consideration per KORE common share in Agreement and Plan of Merger dated February 26, 2026

Common shares after transaction 0 shares Directly held KORE common stock reported by Gordon Bruce William after merger-related disposition

Key Terms

Agreement and Plan of Merger, Parent Equity Cash Award, double-trigger vesting protection, restricted stock units ("RSUs")

4 terms

Agreement and Plan of Merger regulatory

"transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement")"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Parent Equity Cash Award financial

"converted into the right to receive a cash-based award (a "Parent Equity Cash Award")"

double-trigger vesting protection financial

"including the applicable vesting schedule, acceleration (including double-trigger vesting protection)"

restricted stock units ("RSUs") financial

"The Reporting Person was granted restricted stock units ("RSUs"), each of which represents"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did KORE (KORE) report for Gordon Bruce William?

KORE reported that Gordon Bruce William disposed of 69,329 common shares and 62,500 RSUs on July 21, 2026. These equity interests were converted into cash or cash-based awards at $9.25 per share in connection with a merger.

At what price were Gordon Bruce William's KORE (KORE) shares converted in the merger?

Each share of KORE common stock held by Gordon Bruce William was converted into the right to receive $9.25 in cash per share. This cash consideration was provided under an Agreement and Plan of Merger involving KONA Parent and KONA Merger Sub Co.

How many KORE (KORE) restricted stock units did Gordon Bruce William have converted?

Gordon Bruce William had 62,500 restricted stock units (RSUs) converted at the merger’s effective time. Each RSU became a Parent Equity Cash Award equal to the number of underlying shares multiplied by $9.25, retaining the original vesting and payment terms.

Does Gordon Bruce William still hold KORE (KORE) common stock after these transactions?

After the merger-related disposition, Gordon Bruce William reported 0 shares of KORE common stock directly held. His previously held shares were converted into the right to receive $9.25 per share in cash pursuant to the Merger Agreement terms.

Were Gordon Bruce William's KORE (KORE) transactions made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox was not selected, and the footnotes do not reference any trading plan. The reported dispositions arise from merger mechanics rather than a pre-arranged 10b5-1 trading program.

What merger affected Gordon Bruce William's KORE (KORE) equity awards?

His equity was affected by a merger under an Agreement and Plan of Merger dated February 26, 2026, among KORE, KONA Parent, L.P. and KONA Merger Sub Co.. Each common share and RSU was economically converted based on a $9.25 per share value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/23/2026 - 04:53 PM Accepted by SEC EDGAR 07/23/2026 - 04:53 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

Gordon Bruce William

(Last) (First) (Middle)

1155 PERIMETER CENTER WEST, 11TH FLOOR

(Street)

ATLANTA GEORGIA 30338

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec. Vice Pres. & COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/21/2026		D(1)		69,329	D	$9.25(1)	0	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	07/21/2026		D			62,500	(2)	(2)	Common Stock	62,500	$9.25	0	D

Explanation of Responses:

1. In connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 26, 2026, by and among the Issuer, KONA Parent, L.P. and KONA Merger Sub Co., each share of the Issuer's common stock held by the Reporting Person were converted into the right to receive an amount in cash equal to $9.25 per share.

2. The Reporting Person was granted restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock. Each RSU outstanding immediately prior to the effective time of the merger (the "Effective Time") was converted into the right to receive a cash-based award (a "Parent Equity Cash Award") in an amount equal to the product of (i) the number of shares of the Issuer's common stock subject to such RSU immediately prior to the Effective Time multiplied by (ii) $9.25. Each Parent Equity Cash Award remains outstanding after the Effective Time and is subject to the same terms and conditions that applied to the corresponding RSU immediately prior to the Effective Time, including the applicable vesting schedule, acceleration (including double-trigger vesting protection) and payment-timing provisions

Remarks:

	Jack W. Kennedy Jr., Attorney-in-Fact for Bruce William Gordon	07/23/2026
	** Signature of Reporting Person	Date
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)