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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):
June 26, 2026
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 principal 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 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
June 26, 2026, KULR Technology Group, Inc. (the “Company”) issued a press release announcing that it has extended the pause
of its at-the-market offering program with Cantor Fitzgerald and Craig-Hallum through September 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 X account (X.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 Exhibit 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 9.01 |
Financial Statements and Exhibits |
(d) Exhibits
The following exhibits are being furnished as part of this Current
Report on Form 8-K.
Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated June 26, 2026. |
| 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: June 26, 2026 |
By: |
/s/ Michael Mo |
| |
|
Michael Mo |
| |
|
Chief Executive Officer |
Exhibit 99.1
KULR Technology Group Reaffirms Non-Dilutive
Growth Strategy, Extends At-the-Market Offering Pause Through September 2026
HOUSTON / GLOBENEWSWIRE / June 26, 2026
/ KULR Technology Group, Inc. (NYSE American: KULR) (the "Company" or "KULR"), a developer of safe, high-power
energy systems that enable physical AI across space, defense, drones, data centers, robotics, and other mission-critical applications,
today announced that, as part of its non-dilutive growth strategy, it has extended the pause of its at-the-market (“ATM”)
equity offering program with Cantor Fitzgerald and Craig-Hallum through September 30, 2026.
KULR expects its existing liquidity, together
with disciplined balance-sheet management, to support its planned operations and growth initiatives. Rather than issue equity under the
ATM at current levels, the Company may, from time to time, sell its Bitcoin holdings to fund the following priorities:
| · | Scale its flagship KULR ONE Space (K1S) architecture
providing scalable, standardized battery solutions that meet rigorous human spaceflight safety standards. |
| · | Ramp production of its KULR ONE Air products
for military and commercial drone applications. |
| · | Advance the development of its KULR ONE MAX battery
backup solutions for AI data center and telecommunications applications. |
"We do not intend to issue equity at these
levels when we have more disciplined ways to fund our growth,” commented KULR Founder and CEO Michael Mo. “Keeping the ATM
paused protects our shareholders from dilution and keeps our focus where it belongs -- building more batteries and getting them to customers.”
During this period, the Company intends to prioritize
execution across its core platforms which was detailed in Mr. Mo's recent letter to shareholders.
About KULR Technology Group, Inc.
KULR Technology Group, Inc. (NYSE American: KULR)
is an energy-systems platform company that designs and manufactures safe, high-power battery solutions for physical AI and other mission-critical
applications. Its KULR ONE® platform integrates advanced battery architecture, thermal management, safety engineering, battery management
systems, and power electronics to serve space and defense, drones and electric aviation, AI data-center backup, robotics, and Energy-as-a-Service
markets. Based in Webster, Texas, KULR is scaling domestic production to support the growing energy demands of physical AI and autonomous
systems. Learn more at KULR.ai.
Find KULR: Website | X | Telegram
| LinkedIn | Instagram | TikTok | Facebook
Investor Relations:
KULR Technology Group, Inc.
Phone: 858-866-8478 x 847
Email: ir@kulr.ai
Safe Harbor Statement
This release contains certain forward-looking
statements based on our current expectations, intentions and assumptions that involve risks and uncertainties. Forward-looking statements
in this release are based on information available to us as of the date hereof. Our actual results may differ materially from those stated
or implied in such forward-looking statements, due to risks and uncertainties associated with our business, which include the risk factors
disclosed in our Form 10-K filed with the Securities and Exchange Commission on March 31, 2026, as may be amended or supplemented by other
reports we file with the Securities and Exchange Commission from time to time. Forward-looking statements include statements regarding
our expectations, beliefs, intentions, or strategies regarding the future and can be identified by forward-looking words such as “anticipate,”
“believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,”
and “would” or similar words. All such forward-looking statements that are provided by management in this release are based
on information available at this time, and management expects that internal expectations may change over time. These statements are not
guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results
to differ materially from those expressed or implied by such forward-looking statements. Except as otherwise required by applicable law,
we assume no obligation to update the information included in this press release, whether as a result of new information, future events
or otherwise.