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2024-01-09
2024-01-09
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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):
January 9, 2024
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.) |
4863
Shawline Street, San Diego,
California 92111
(Address of principle executive offices) (Zip code)
Registrant’s telephone number, including
area code: (408) 663-5247
(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 1.01 Entry into a Material Definitive Agreement.
On January 9 2024, KULR Technology Group,
Inc. (the “Company”) entered into a letter agreement (the “Amedment Agreement”) with YA II PN, Ltd (the “Investor”),
which is managed by Yorkville Advisors Global, L.P. Reference is made to the August 30, 2023 Letter Agreement (as amended on November
6, 2023 and on December 19, 2023, the “August Letter Agreement”), entered into between KULR Technology Group, Inc, a Delaware
corporation (the “Company”) and the Investor, which August Letter Agreement amended and supplemented that certain Supplemental
Agreement dated September 23, 2022 (the “Agreement”). Capitalized terms used herein and not otherwise defined herein shall
have the meaning assigned to them in the Agreement and the August Letter Agreement, as applicable.
The January 9, 2024, Amendment Agreement is intended
to memorialize the understanding between the parties that the Company is committed to making incremental payments towards the outstanding
amounts owed under the Advances, as defined in the Agreement. In exchange the Investor agrees to extend the due date of the December Payment
until the due date of the February Payment.
The foregoing is a summary description of certain terms of the Amendment
Agreement. For a full description of all terms, please refer to the Amendment Agreement that is filed herewith as Exhibit 10.1 and incorporated
herein.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
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: January 9, 2024 |
By: |
/s/ Michael Mo |
| |
|
Michael Mo |
| |
|
President & Chief Executive Officer |
