KULR Technology Group (NASDAQ: KULR) details RSU vesting and insider share withholding

Rhea-AI Filing Summary

KULR Technology Group reported an insider equity transaction involving its General Counsel and Secretary, Jay K. Yamamoto. On December 6, 2025, 9,493 shares of common stock were withheld by the company to cover income tax withholding and remittance obligations tied to the vesting and net settlement of previously granted restricted stock units (RSUs), at a reference price of $3.93 per share based on the prior closing price. This withholding is explicitly described as not representing a sale in the market.

After this net settlement, Mr. Yamamoto beneficially owned 13,945 shares of KULR common stock. The disclosure notes an additional 164,062 shares underlying remaining RSUs that are not expected to vest or settle within 60 days, and therefore are not included in the reported beneficial ownership. It also excludes 6,582 shares indirectly owned by his spouse, over which he does not have direct voting or dispositive control. All share figures reflect an 8‑to‑1 reverse stock split effective June 23, 2025.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Yamamoto Jay Koichi

(Last) (First) (Middle)

C/O KULR TECHNOLOGY GROUP, INC.,

555 FORGE RIVER ROAD, SUITE 100

(Street)

WEBSTER TX 77598

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KULR Technology Group, Inc. [ KULR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
12/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(5)	12/06/2025		F(1)		9,493(1)	D	$3.93(2)	13,945(3)(4)(5)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the number of shares of Common Stock that were withheld by the Issuer to satisfy income tax withholding and remittance obligations in connection with the net settlement of restricted stock units ("RSUs") previously granted under the Issuer's equity incentive plan and does not represent a sale.

2. Represents the previous closing price of the Company's Common Stock on the vesting date and does not represent a sale.

3. Beneficial ownership set forth in Column 5 consists of the 13,945 shares net settled on December 6, 2025 after satisfying tax withholding and remittance obligations, and does not include the 164,062 shares underlying all remaining RSUs held by Mr. Yamamoto, not expected to settle or vest within 60 days of this Form 4.

4. The beneficial ownership set forth in Column 5 does not include Mr. Yamamoto's indirect ownership of 6,582 shares owned by his spouse and through his spouse's IRA. Mr. Yamamoto does not have direct voting or dispositive control over the shares owned by his spouse.

5. All share and share related information gives retrospective effect to the 8-to-1 reverse stock split effective on June 23, 2025.

	/s/ Jay K. Yamamoto	12/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did KULR (KULR) report for Jay K. Yamamoto?

KULR reported that General Counsel & Secretary Jay K. Yamamoto had 9,493 shares of common stock withheld on December 6, 2025 to satisfy income tax withholding and remittance obligations related to the vesting and net settlement of restricted stock units, and this withholding is stated as not being a market sale.

How many KULR (KULR) shares does Jay K. Yamamoto beneficially own after the reported transaction?

Following the net settlement on December 6, 2025, Jay K. Yamamoto beneficially owns 13,945 shares of KULR common stock, as reported in the filing.

What RSUs held by Jay K. Yamamoto are excluded from the KULR (KULR) Form 4 ownership total?

The beneficial ownership figure does not include 164,062 shares underlying remaining restricted stock units held by Mr. Yamamoto that are not expected to vest or settle within 60 days of the reported transaction.

Does the KULR (KULR) filing include Jay K. Yamamotos indirect ownership through his spouse?

No. The filing states that the 13,945-share beneficial ownership number excludes 6,582 shares owned by Mr. Yamamotos spouse and through his spouses IRA, since he does not have direct voting or dispositive control over those shares.

What price per share is referenced in the KULR (KULR) insider transaction for tax withholding?

The transaction uses a reference price of $3.93 per share, described as the previous closing price of KULRs common stock on the vesting date, and it is stated that this does not represent a sale.

How did KULRs reverse stock split affect the share figures in this Form 4?

The filing notes that all share and share-related information gives retrospective effect to an 8-to-1 reverse stock split that became effective on June 23, 2025, so the reported numbers already reflect this adjustment.