KORE Group Holdings (NYSE: KORE) director’s 141,505 shares converted in merger

Rhea-AI Filing Summary

Timothy M. Donahue, a director of KORE Group Holdings, Inc., reported a disposition of 141,505 shares of common stock in connection with the consummation of a merger. Each share was converted into the right to receive $9.25 in cash, leaving him with no remaining direct holdings.

Insider Trade Summary

Net Seller: 141,505 shares

Net Sell 1 txn

Insider DONAHUE TIMOTHY M

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock F1	141,505	$9.25	$1.31M

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (1)

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.

Key Figures

Shares disposed: 141,505 shares Cash per share: $9.25 per share Shares held after transaction: 0 shares +2 more

5 metrics

Shares disposed 141,505 shares Common stock disposition to issuer in connection with merger

Cash per share $9.25 per share Cash consideration for each share under the Merger Agreement

Shares held after transaction 0 shares Post-transaction direct holdings of Timothy M. Donahue

Merger Agreement date February 26, 2026 Date of Agreement and Plan of Merger referenced in the footnote

Transaction date July 21, 2026 Effective date of the reported common stock disposition

Key Terms

Agreement and Plan of Merger, Merger Agreement, Disposition to issuer, KONA Parent, L.P., +1 more

5 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.

Merger Agreement regulatory

"the "Merger Agreement"), dated as of February 26, 2026, by and among the Issuer"

A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.

Disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

KONA Parent, L.P. regulatory

"by and among the Issuer, KONA Parent, L.P. and KONA Merger Sub Co."

KONA Merger Sub Co. regulatory

"the Issuer, KONA Parent, L.P. and KONA Merger Sub Co., each share of the Issuer's"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/23/2026 - 04:54 PM Accepted by SEC EDGAR 07/23/2026 - 04:53 PM Learn about SEC filing dates

FAQ

What transaction did KORE (KORE) director Timothy M. Donahue report on this Form 4?

He reported a disposition of 141,505 shares of KORE common stock. The shares were converted into the right to receive $9.25 in cash per share under an Agreement and Plan of Merger, reducing his direct KORE common stock holdings to zero.

At what price were Timothy M. Donahue’s KORE (KORE) shares converted in the merger?

Each share of KORE common stock held by Timothy M. Donahue was converted into the right to receive $9.25 in cash per share. This cash consideration was set under the Agreement and Plan of Merger involving the issuer, KONA Parent, L.P. and KONA Merger Sub Co.

How many KORE (KORE) shares did Timothy M. Donahue hold after the reported merger transaction?

Following the merger-related disposition, Timothy M. Donahue’s reported direct holdings of KORE common stock were 0 shares. The Form 4 indicates that 141,505 shares were converted into a cash right at $9.25 per share, eliminating his remaining direct equity position.

What corporate transaction triggered Timothy M. Donahue’s KORE (KORE) share conversion?

The conversion was triggered by the consummation of transactions under an Agreement and Plan of Merger, dated February 26, 2026, among KORE Group Holdings, Inc., KONA Parent, L.P. and KONA Merger Sub Co., which provided cash consideration of $9.25 per share.

Did the Form 4 for KORE (KORE) indicate use of a Rule 10b5-1 trading plan?

The Form 4 did not indicate that the reported transaction occurred under a Rule 10b5-1 trading plan. The filing’s specific 10b5-1 checkbox was not affirmed, while the disposition arose from the merger agreement’s share-conversion terms at $9.25 per share.

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^*

DONAHUE TIMOTHY M

(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)

X	Director		10% 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)

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)		141,505	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

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.

Remarks:

	Jack W. Kennedy Jr., Attorney-in-Fact for Timothy M. Donahue	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)