KORE Group (KORE) holder Searchlight reports 13.7% stake and extends agreement period

Rhea-AI Filing Summary

KORE Group Holdings, Inc. received an updated ownership report from investment funds affiliated with Searchlight Capital. The filing states that Searchlight IV KOR, L.P. holds warrants that are exercisable for 2,404,942 shares of KORE common stock at an exercise price of $0.05 per share, reflecting both a warrant for up to 2,360,000 shares issued on November 9, 2023 and an additional warrant for up to 44,942 shares issued on December 13, 2023, adjusted for KORE’s 1‑for‑5 reverse stock split effective July 1, 2024. Based on 17,539,937 shares of common stock outstanding as of November 10, 2025, these warrants represent 13.7% of KORE’s common stock on an as‑converted basis. The filing also notes that, on January 2, 2026, KORE and Searchlight IV KOR, L.P. amended their August 1, 2025 agreement to extend the defined “Holiday Period” to February 15, 2026.

Insights

Equity ownership and corporate governance analyst

Searchlight reports a 13.7% warrant-based stake in KORE and extends an agreement period to mid-February 2026.

The filing shows that funds affiliated with Searchlight Capital report beneficial ownership of 2,404,942 shares of KORE common stock on an as‑exercised basis. These are tied to a warrant for up to 2,360,000 shares and an additional warrant for up to 44,942 shares, each with a $0.05 exercise price, adjusted for KORE’s 1‑for‑5 reverse stock split effective July 1, 2024. Using KORE’s 17,539,937 shares outstanding as of November 10, 2025, the beneficial stake is disclosed as 13.7%.

The amendment also states that, on January 2, 2026, KORE and Searchlight IV KOR, L.P. extended the “Holiday Period” in their August 1, 2025 agreement to February 15, 2026. While the filing does not detail the commercial terms of that period, it confirms that this contractual framework remains in place for a longer window. Subsequent company disclosures may further describe how these warrants and the extended agreement interact with KORE’s broader capital and governance structure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)

KORE Group Holdings, Inc.

(Name of Issuer)

Warrants to Purchase Common Stock, $0.0001 par value

(Title of Class of Securities)

000000000

(CUSIP Number)

Nadir Nurmohamed
Searchlight IV KOR, L.P., 745 5th Avenue - 27th Floor
New York, NY, 10151
(212) 293-3730

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/02/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

Searchlight IV KOR, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,404,942.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,404,942.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,404,942.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

13.7 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Row 7, Row 9 and Row 11 reflect the number of shares of common stock, par value $0.0001 per share ("Common Stock"), of KORE Group Holdings, Inc. (the "Issuer") issuable to Searchlight IV KOR, L.P. upon the exercise of the warrant to purchase up to 2,360,000 shares of Common Stock at an exercise price of $0.05 per share issued on November 9, 2023 (the "Warrant") and the warrant to purchase up to 44,942 shares of Common Stock at an exercise price of $0.05 per share issued on December 13, 2023 (the "Additional Warrant"), as further discussed in Items 1, 4 and 6 herein, giving effect to the Issuer's 1-for-5 reverse stock split that became effective on July 1, 2024 (the "Reverse Stock Split"). The percentage in Row 13 is calculated based on 17,539,937 shares of Common Stock outstanding as of November 10, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on November 12, 2025.

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

Searchlight Capital Partners IV GP AGG, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,404,942.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,404,942.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,404,942.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

13.7 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Row 7, Row 9 and Row 11 reflect the number of shares of Common Stock issuable to Searchlight IV KOR, L.P. upon the exercise of Warrant and the Additional Warrant, which may be deemed to be beneficially owned by Searchlight Capital Partners IV GP AGG, LLC, as further discussed in Items 1, 4 and 6 herein, giving effect to the Reverse Stock Split. The percentage in Row 13 is calculated based on 17,539,937 shares of Common Stock outstanding as of November 10, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on November 12, 2025.

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

Searchlight Capital Partners IV GP, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,404,942.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,404,942.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,404,942.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

13.7 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Row 7, Row 9 and Row 11 reflect the number of shares of Common Stock issuable to Searchlight IV KOR, L.P. upon the exercise of Warrant and the Additional Warrant, which may be deemed to be beneficially owned by Searchlight Capital Partners IV GP, L.P., as further discussed in Items 1, 4 and 6 herein, giving effect to the Reverse Stock Split. The percentage in Row 13 is calculated based on 17,539,937 shares of Common Stock outstanding as of November 10, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on November 12, 2025.

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

Searchlight Capital Partners IV GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,404,942.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,404,942.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,404,942.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

13.7 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Row 7, Row 9 and Row 11 reflect the number of shares of Common Stock issuable to Searchlight IV KOR, L.P. upon the exercise of Warrant and the Additional Warrant, which may be deemed to be beneficially owned by Searchlight Capital Partners IV GP, LLC, as further discussed in Items 1, 4 and 6 herein, giving effect to the Reverse Stock Split. The percentage in Row 13 is calculated based on 17,539,937 shares of Common Stock outstanding as of November 10, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on November 12, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Warrants to Purchase Common Stock, $0.0001 par value
(b)	Name of Issuer: KORE Group Holdings, Inc.
(c)	Address of Issuer's Principal Executive Offices: 3 Ravinia Drive NE, Suite 500, Atlanta, GEORGIA , 30346.
Item 1 Comment: This Amendment No. 6 (this "Amendment No. 6") to Schedule 13D amends and supplements the statement on Schedule 13D filed with the United States Securities and Exchange Commission on November 20, 2023, as amended by Amendment No. 1, dated as of December 15, 2023, Amendment No. 2, dated as of December 19, 2024, Amendment No. 3, dated as of August 5, 2025, Amendment No. 4, dated as of November 4, 2025 and Amendment No. 5, dated as of November 25, 2025 (as it may be amended from time to time, collectively, the "Schedule 13D"), relating to KORE Group Holdings, Inc. (the "Issuer"). Except as set forth herein, the Schedule 13D is unmodified. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented as follows: On January 2, 2026, Issuer and Searchlight IV KOR, L.P. amended the August 1 Agreement to extend the "Holiday Period" (as defined therein) to February 15, 2026.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is hereby amended and supplemented to incorporate by reference the information set forth above in Item 4.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 1 Joint Filing Agreement, as required by Rule 13d-1(k)(1) under the Act (filed previously). Exhibit 2 Investment Agreement, dated as of November 9, 2023, by and between the Issuer and Searchlight IV KOR (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed on November 9, 2023). Exhibit 3 Amendment to Investment Agreement, dated as of December 13, 2023, by and between the Issuer and Searchlight IV KOR (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed on December 13, 2023). Exhibit 4 Amended and Restated Common Stock Purchase Warrant (Penny Warrant), dated as of December 13, 2023, issued by the Issuer to Searchlight IV KOR (incorporated by reference to Exhibit 4.2 to the Issuer's Current Report on Form 8-K filed on December 13, 2023). Exhibit 5 Common Stock Purchase Warrant (Penny Warrant), dated as of December 13, 2023, issued by the Issuer to Searchlight IV KOR (incorporated by reference to Exhibit 4.1 to the Issuer's Current Report on Form 8-K filed on December 13, 2023). Exhibit 6 Amended and Restated Investor Rights Agreement, dated as of November 15, 2023, by and among the Issuer, Searchlight IV KOR and certain stockholders of the Issuer (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed on November 16, 2023). Exhibit 7 Certificate of Designations of Series A-1 Preferred Stock (incorporated by reference to Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed on November 16, 2023). Exhibit 8 Certificate of Designations of Series A-2 Preferred Stock (incorporated by reference to Exhibit 3.2 to the Issuer's Current Report on Form 8-K filed on November 16, 2023). Exhibit 9 Agreement by and between the Issuer and Searchlight IV KOR, L.P., dated as of August 1, 2025. Exhibit 10 Letter to Special Committee, dated as of November 3, 2025, from Searchlight and Abry. Exhibit 11 Amendment to August 1 Agreement by and between the Issuer and Searchlight IV KOR, L.P., dated as of November 25, 2025. Exhibit 12 Amendment No. 2 to August 1 Agreement by and between the Issuer and Searchlight IV KOR, L.P., dated as of January 2, 2026.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Searchlight IV KOR, L.P.

Signature:	/s/ Andrew Frey
Name/Title:	Andrew Frey, Authorized Person
Date:	01/02/2026

Signature:	/s/ Searchlight Capital Partners IV GP AGG, LLC
Name/Title:	General Partner
Date:	01/02/2026

Searchlight Capital Partners IV GP AGG, LLC

Signature:	/s/ Andrew Frey
Name/Title:	Andrew Frey, Authorized Person
Date:	01/02/2026

Searchlight Capital Partners IV GP, L.P.

Signature:	/s/ Andrew Frey
Name/Title:	Andrew Frey, Authorized Person
Date:	01/02/2026

Signature:	/s/ Searchlight Capital Partners IV GP, LLC
Name/Title:	General Partner
Date:	01/02/2026

Searchlight Capital Partners IV GP, LLC

Signature:	/s/ Andrew Frey
Name/Title:	Andrew Frey, Authorized Person
Date:	01/02/2026

FAQ

What level of beneficial ownership in KORE (KORE) does Searchlight report?

The reporting persons disclose beneficial ownership of 2,404,942 shares of KORE common stock on an as‑exercised basis, representing 13.7% of the outstanding common stock, based on 17,539,937 shares outstanding as of November 10, 2025.

How are Searchlight’s 2,404,942 KORE shares economically structured?

The 2,404,942 shares are issuable upon exercise of two penny warrants held by Searchlight IV KOR, L.P.: a warrant to purchase up to 2,360,000 shares and an additional warrant to purchase up to 44,942 shares, each at an exercise price of $0.05 per share, giving effect to KORE’s 1‑for‑5 reverse stock split effective July 1, 2024.

Which entities are listed as reporting persons in the KORE (KORE) Schedule 13D/A?

The filing lists Searchlight IV KOR, L.P., Searchlight Capital Partners IV GP AGG, LLC, Searchlight Capital Partners IV GP, L.P., and Searchlight Capital Partners IV GP, LLC as reporting persons, each showing beneficial ownership of the same 2,404,942 shares with sole voting and dispositive power.

What change to the August 1, 2025 agreement does this KORE (KORE) amendment describe?

The filing states that on January 2, 2026, KORE and Searchlight IV KOR, L.P. amended the August 1, 2025 Agreement to extend the defined “Holiday Period” to February 15, 2026.

How is the 13.7% ownership percentage in KORE (KORE) calculated?

The 13.7% figure is calculated using KORE’s 17,539,937 shares of common stock outstanding as of November 10, 2025, as reported by KORE in its Quarterly Report on Form 10‑Q filed on November 12, 2025.

What class of KORE (KORE) securities is covered by this Schedule 13D/A amendment?

The amendment relates to warrants to purchase KORE common stock, par value $0.0001 per share, which are exercisable into shares of KORE’s common stock at an exercise price of $0.05 per share.