KULR Technology Group (NYSE American: KULR) pauses ATM stock program

Rhea-AI Filing Summary

KULR Technology Group, Inc. has elected to pause its at-the-market equity offering program with Cantor Fitzgerald & Co. and Craig-Hallum Capital Group LLC through June 30, 2026. Effective December 19, 2025, the company plans to temporarily stop issuing and selling common stock under this program for approximately six months and does not expect to sell any shares during the pause period.

KULR is maintaining the underlying sales agreement and may resume at-the-market sales after the pause, subject to market conditions, applicable law, and its financing and capital allocation needs. The company also notes that information shared via its website, press releases, and social media channels may be considered material for investors.

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SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 22, 2025

KULR TECHNOLOGY GROUP, INC.

(Exact name of the registrant as specified in its charter)

Delaware		001-40454		81-1004273
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

555 Forge River Road, Suite 100, Webster, Texas 77598

(Address of principle executive offices) (Zip code)

Registrant’s telephone number, including area code: (408) 663-5247

N/A

(Former name or address if changed since last report)

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 (see General Instruction A.2. below):

¨	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:

Title of each class:		Trading Symbol(s)		Name of each exchange on which registered:
Common Stock		KULR		NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

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. ¨

Item 7.01 Regulation FD Disclosure

On December 22, 2025, KULR Technology Group, Inc. (the “Company” or “KULR”) issued a press release announcing that it has elected to pause its at-the-market equity offering program (“ATM Program”) with Cantor Fitzgerald & Co. (“Cantor”) and Craig-Hallum Capital Group LLC (“Craig-Hallum”) (each a “Sales Agent” and together the “Sales Agents”), through June 30, 2026.

A copy of the press release is attached herewith as Exhibit 99.1.

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The Company uses, and will continue to use, its website, press releases, and various social media channels, including its Twitter account (twitter.com/kulrtech), its LinkedIn account (linkedin.com/company/kulr-technology-corporation), its Facebook account (facebook.com/KULRTechnology), its TikTok account (tiktok.com/Kulr_tech), its Instagram account (instagram.com/Kulr_tech), and its YouTube account (youtube.com/channel/UC3wZBPINQd51N6p35Mo5uQg), as additional means of disclosing public information to investors, the media and others interested in the Company. It is possible that certain information that the Company posts on its website, disseminated in press releases and on social media could be deemed to be material information, and the Company encourages investors, the media and others interested in the Company to review the business and financial information that the Company posts on its website, disseminates in press releases and on the social media channels identified above, as such information could be deemed to be material information.

The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events

As previously disclosed, the Company maintains the ATM Program pursuant to that certain Controlled Equity Offering^SM Sales Agreement, dated as of June 9, 2025 (“Agreement”), with the Sales Agents. Effective December 19, 2025, the Company has elected to temporarily pause issuances and sales of its shares of common stock under the ATM Program for a period of approximately six months.

The Company is not terminating the Agreement and may resume sales under the ATM Program after the conclusion of the pause period, subject to market conditions, applicable law, and the Company’s ongoing financing and capital allocation needs. During the pause period, the Company does not expect to sell any shares under the ATM Program.

Forward Looking Statements

This Current Report on Form 8-K and the press release filed as Exhibit 99.1 hereto contains forward-looking statements. Such statements can be identified by, among other things, the use of forward-looking language such as the words “believe,” “goal,” “may,” “will,” “intend,” “expect,” “anticipate,” “estimate,” “project,” “would,” “could” or words with similar meaning or the negatives of these terms or by the discussion of strategy or intentions. The forward-looking statements in this release include express or implied statements including statements regarding the expected duration of the pause and the Company’s ability and intention to resume sales under the ATM Program, among others. Such forward-looking statements are subject to a number of risks and uncertainties that could cause KULR’s actual results to differ materially from those discussed here, expressed or implied, including market conditions and with those other risk factors detailed in KULR’s filings with the Securities and Exchange Commission. These forward-looking statements involve assumptions, estimates, and uncertainties that reflect current internal projections, expectations or beliefs. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. All forward-looking statements contained in this current report on Form 8-K and in the press release filed as exhibit 99.1 hereto are qualified in their entirety by these cautionary statements and the risk factors described above. Furthermore, all such statements are made as of the date of this current report on Form 8-K and KULR assumes no obligation to update or revise these statements unless otherwise required by law.

Item 9.01 Exhibits

Exhibit No.		Description
99.1		Press Release dated December 22, 2025
104		Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized.

	KULR TECHNOLOGY GROUP, INC.
Date: December 22, 2025	By:	/s/ Michael Mo
		Michael Mo
		Chief Executive Officer

FAQ

What did KULR (KULR) announce in this 8-K?

KULR Technology Group, Inc. announced that it has elected to pause its at-the-market equity offering program with Cantor Fitzgerald & Co. and Craig-Hallum Capital Group LLC through June 30, 2026.

How long will KULR pause its at-the-market (ATM) equity offering program?

The company states that, effective December 19, 2025, it has elected to temporarily pause issuances and sales under the ATM program for a period of approximately six months, and it describes the pause as continuing through June 30, 2026.

Is KULR terminating its ATM agreement with the sales agents?

No. KULR specifies that it is not terminating the Controlled Equity OfferingSM Sales Agreement with the sales agents and may resume sales under the ATM program after the pause period, subject to market conditions, applicable law, and its ongoing financing and capital allocation needs.

Does KULR expect to sell any shares under the ATM program during the pause?

The company states that during the pause period it does not expect to sell any shares under the at-the-market equity offering program.

How does KULR plan to communicate material information to investors going forward?

KULR explains that it uses its website, press releases, and social media channels, including Twitter, LinkedIn, Facebook, TikTok, Instagram, and YouTube, as additional means of disclosing public information that could be deemed material.

What forward-looking statements does KULR highlight in this disclosure?

KULR notes that statements about the expected duration of the pause and its ability and intention to resume sales under the ATM program are forward-looking and subject to risks and uncertainties described in its SEC filings.

What exhibits are included with KULR's current report?

The company lists Exhibit 99.1 as a press release dated December 22, 2025, and Exhibit 104 as the cover page interactive data file with embedded Inline XBRL tags.