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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):
May 21, 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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers. |
(b) & (e)
On May 21, 2026, KULR Technology
Corporation, a wholly owned subsidiary of KULR Technology Group, Inc. (the “Company”), entered into a Separation Agreement
and General Release (the “Agreement”) with Shawn Canter, pursuant to which Mr. Canter’s employment with KULR Technology
Corporation will terminate. Accordingly, effective May 22, 2026, Mr. Canter resigned from his position as Chief Financial Officer of the
Company and from all other appointments and positions held with the Company and any of its affiliated entities.
The Agreement contains customary
protections, including a general mutual release of claims by Mr. Canter in favor of the Company and its affiliates and by the Company
in favor of Mr. Canter. The Agreement will become effective on the eighth day following Mr. Canter’s execution (or May 29, 2026),
provided that he does not revoke the Agreement prior to such date.
Pursuant to the terms of the
Agreement, the Company will pay Mr. Canter (i) all accrued and unpaid salary and accrued and unused paid time off through the separation
date, subject to legally required payroll withholdings and deductions, and (ii) reimbursement for documented business expenses incurred
through the separation date. In addition, Mr. Canter has agreed to cooperate with the Company in connection with the completion of any
HR-related exit documentation and the defense, prosecution, or investigation of any claims or matters arising during the period of his
employment, in exchange for which the Company will pay Mr. Canter at an hourly rate of $300.00 per hour for time spent providing such
cooperation, plus reimbursement of reasonable out-of-pocket expenses.
The foregoing summary of the
Agreement is qualified in its entirety by reference to the Agreement attached as Exhibit 10.1 hereto and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
Exhibit
No. |
|
Description |
| 10.1† |
|
Separation Agreement, dated May 21, 2026, by and between KULR Technology Corporation and Shawn Canter. |
| 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. |
| † | Certain immaterial and confidential portions (indicated by brackets and asterisks) of this exhibit have been omitted from this exhibit. |
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: May 21, 2026 |
By: |
/s/ Michael Mo |
| |
|
Michael Mo |
| |
|
Chief Executive Officer |