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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 earliest event reported: August 25, 2026
KonaTel,
Inc.
(Exact
name of registrant as specified in its charter)
N/A
(Former
name or address, if changed since last report)
| Delaware |
|
001-10171 |
|
80-0973608 |
(State
or Other Jurisdiction
Of
Incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
500
N. Central Expressway, Suite 500
Plano,
Texas 75074
(Address
of Principal Executive Offices, Including Zip Code)
(214)
323-8410
(Registrant’s
Telephone Number, Including Area Code)
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: None.
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 and Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
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. ☐
Section
8 – Other Events
Item
8.01 Other Events
On
August 13, 2026, KonaTel, Inc. (“KonaTel,” “we,” “our,” “us” or similar words of import)
received notice from IM Telecom, LLC, an Oklahoma limited liability company (“IM Telecom”), of which we own a 51% investment
membership interest, that on July 27, 2026, IM Telecom received notice from the United States Federal Communications Commission (respectively,
the “FCC” and the “Notice”) regarding certain alleged violations of the FCC’s Lifeline Advantage Program
rules.
IM
Telecom advised us on August 13, 2026, that it believed it was not in violation of the FCC’s Lifeline Advantage Program rules and
that it would be responding directly to the FCC in respect of all of these matters. A copy of the FCC’s Notice to IM Telecom accompanied
our 8-K Current Report dated July 29, 2026, and filed with the United States Securities and Exchange Commission (the “SEC”)
on August 14, 2026, a copy of which accompanies this Current Report in Hyperlink. See Section 9
– Financial Statements and Exhibits, Item 9.01, below.
IM
Telecom filed a response to the FCC Notice on August 25, 2026, a copy of which is filed hereto as Exhibit 99 in Section 9 –
Financial Statements and Exhibits, Item 9.01, below, and which is publicly available and is incorporated herein by reference. In summary,
among other claims, IM Telecom respectfully claims that:
(i) the FCC should not have terminated IM Telecom’s access to the National Lifeline Accountability
Database (“NLAD”) because IM Telecom properly obtained affirmative consents from its subscribers prior to enrolling
or transferring them; (ii) IM Telecom’s Lifeline Advantage Program requires monthly billings and collections and is not subject
to the “Non-Usage” Rule of the Lifeline Advantage Program, which requires active use in any 30 day window; (iii) there was
no unapproved transfer of control of IM Telecom as KonaTel owns a 51% membership interest in IM Telecom; (iv) IM Telecom, as required
by the Lifeline Application Process, properly obtained subscriber personal identifiable information (“PII”); (v) the termination
was done without satisfaction of the fundamental due process requirements available to IM Telecom; and (vi) the FCC Notice and the action
taken by the FCC thereby exceeded the FCC’s delegated authority.
No
assurance can be given that the FCC’s noticed action regarding IM Telecom may not result in adverse consequences to KonaTel, none
of which cannot be determined at this time.
Section
9 – Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits
| Exhibit
99 |
IM Telecom Response to the FCC’s Notice dated August 25, 2026. |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
8-K
Current Report dated July 29, 2026 (Historical summary of IM Telecom’s ownership and IM Telecom’s Letter to KonaTel regarding
the FCC Notice”), filed with the SEC on August 14, 2026.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
| |
KonaTel,
Inc. |
| |
|
| Date:
August 28, 2026. |
By: |
/s/
D. Sean McEwen |
| |
|
D.
Sean McEwen |
| |
|
Chairman,
Chief Executive Officer and Director |