[8-K] KULR Technology Group, Inc. Reports Material Event

Rhea-AI Filing Summary

KULR Technology Group, Inc. reported the results of its Annual General Meeting of Stockholders held on November 21, 2025. A total of 21,072,843 common shares and 1,000,000 shares of Series A voting preferred stock, representing 120,083,605 votes or approximately 83.64% of the shares eligible to vote, were present, establishing a quorum.

Stockholders elected Michael Mo, Joanna D. Massey, Donna H. Grier, Aron Schwartz, and Shawn Canter as directors until the next annual meeting. They also ratified CBIZ CPAs P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2025.

In addition, stockholders approved the 2025 Equity Incentive Plan and, on an advisory basis, approved the compensation of the named executive officers. Support for these items was strong, with over 106 million votes cast in favor of each proposal, excluding broker non-votes.

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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): November 21, 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 5.07 Submission of Matters to a Vote of Security Holders

On November 21, 2025, KULR Technology Group, Inc. (“Company”) virtually held its Annual General Meeting of Stockholders. A total of 21,072,843 shares of common stock and 1,000,000 shares of the Series A voting preferred stock, representing in aggregate 120,083,605 or approximately 83.64% of the shares eligible to vote and constituting a quorum, were represented in person or by valid proxies at the meeting.

The stockholders approved the election of Michael Mo, Joanna D. Massey, Donna H. Grier, Aron Schwartz, and Shawn Canter to serve as directors of the Company until the next annual meeting of the stockholders.

The stockholders ratified the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.

The stockholders approved the KULR Technology Group, Inc., 2025 Equity Incentive Plan.

The stockholders approved, on an advisory basis, the compensation of the named executive officers.

The final voting results on these matters were as follows:

1. Approval of the election of Michael Mo, Joanna D. Massey , Donna H. Grier, Aron Schwartz, and Shawn Canter to serve as directors of the Company until the next annual meeting of the shareholders:

Nominee		Votes For		Votes Withheld		Broker Non-Votes
Michael Mo		107,678,342		558,441		11,846,822
Joanna D. Massey		105,684,830		2,551,953		11,846,822
Donna H. Grier		106,914,998		1,321,785		11,846,822
Aron Schwartz		107,798,869		437,914		11,846,822
Shawn Canter		107,341,205		895,578		11,846,822

2. Ratification of the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025:

Votes For		Votes Against		Votes Abstained
119,283,978		386,944		412,683

3. Approval of the 2025 Equity Incentive Plan:

Votes For		Votes Against		Votes Abstained		Broker Non-Votes
106,295,501		1,710,658		230,624		11,846,822

4. Approval on an advisory basis, the compensation of the named executive officers:

Votes For		Votes Against		Votes Abstained		Broker Non-Votes
106,986,553		1,072,357		177,873		11,846,822

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: November 26, 2025	By:	/s/ Michael Mo
		Michael Mo
		Chief Executive Officer

FAQ

What did KULR (KULR) stockholders vote on at the November 21, 2025 meeting?

Stockholders voted on electing five directors, ratifying CBIZ CPAs P.C. as the independent registered public accounting firm for the fiscal year ending December 31, 2025, approving the 2025 Equity Incentive Plan, and approving on an advisory basis the compensation of the named executive officers.

Did KULR (KULR) achieve a quorum at its 2025 Annual General Meeting?

Yes. A total of 21,072,843 shares of common stock and 1,000,000 shares of Series A voting preferred stock, representing 120,083,605 or approximately 83.64% of the shares eligible to vote, were represented, constituting a quorum.

Who was elected to KULR (KULR)'s board of directors at the 2025 meeting?

Stockholders elected Michael Mo, Joanna D. Massey, Donna H. Grier, Aron Schwartz, and Shawn Canter to serve as directors until the next annual meeting of stockholders.

Was the KULR (KULR) 2025 Equity Incentive Plan approved by stockholders?

Yes. The 2025 Equity Incentive Plan was approved with 106,295,501 votes for, 1,710,658 votes against, 230,624 abstentions, and 11,846,822 broker non-votes.

Which auditing firm was ratified for KULR (KULR) for the fiscal year ending December 31, 2025?

Stockholders ratified CBIZ CPAs P.C. as KULR Technology Group, Inc.'s independent registered public accounting firm for the fiscal year ending December 31, 2025, with 119,283,978 votes for, 386,944 against, and 412,683 abstentions.

How did KULR (KULR) stockholders vote on executive compensation in 2025?

On an advisory basis, stockholders approved the compensation of the named executive officers, with 106,986,553 votes for, 1,072,357 votes against, 177,873 abstentions, and 11,846,822 broker non-votes.