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2026-07-20
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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):
July 20, 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 2.01 |
Completion of Acquisition or Disposition of Assets |
During the period from July 9, 2026 through July
23, 2026, KULR Technology Group, Inc. (“KULR” or the “Company”) sold an aggregate of approximately 333 bitcoin
(“BTC”) through a series of open market transactions to unrelated purchasers at a weighted average sales price of approximately
$64,538 per BTC, resulting in aggregate gross proceeds of approximately $21.5 million (collectively, the “Bitcoin Sales”).
The Bitcoin Sales were completed on July 23, 2026 and were effected as part of the Company’s ongoing treasury management operations.
The Company applied the net proceeds of the Bitcoin
Sales to repay outstanding borrowings under its $20.0 million credit facility with Coinbase Credit, Inc. (the “Credit Facility”).
Following such repayments, no principal amount remains outstanding under the Credit Facility. Accrued and unpaid interest under the Credit
Facility will be calculated as of month-end and is expected to be paid in August 2026. In connection with the repayment of the Credit
Facility in full, all 565.00 BTC previously pledged as collateral thereunder is expected to be released to the Company. The Company intends
to use the remaining net proceeds of the Bitcoin Sales for general corporate purposes.
The Company’s decision to sell enough BTC
to fully repay the Credit Facility was a deliberate and proactive step to strengthen the Company’s balance sheet during a period
of heightened market volatility. By repaying the debt, the Company aimed to reduce interest expense, remove collateral and liquidation
risk, and increase its financial flexibility while retaining meaningful exposure to BTC’s potential upside through its continued
BTC holdings. The move reflects the Company’s disciplined approach to capital allocation and risk management under its newly appointed
Board and Chief Financial Officer, prioritizing stockholder value and strengthening the Company’s financial foundation as it continues
scaling its core battery technology business. The Company currently holds approximately 760 BTC as of July 23, 2026 and maintains a largely
debt-free balance sheet.
Forward Looking Statements
This Current Report on Form 8-K 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 Current Report on Form 8-K include express or implied statements
regarding the Credit Facility and the Company’s capital allocation and risk management strategies. 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, such as risks inherent with manufacturing and commercializing battery products, along with those other risk factors detailed in
KULR’s filings with the Securities and Exchange Commission. These forward-looking statements may 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 are qualified in their entirety by these cautionary statements and the risk factors
referenced 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.
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: July 24, 2026 |
By: |
/s/ Michael Mo |
| |
|
Michael Mo |
| |
|
Chief Executive Officer |
