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 13, 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.)

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 2.02

Results of Operations and Financial Condition

On November 13, 2024, KULR Technology Group, Inc. (the “Company”) issued a press release announcing certain financial results for the third quarter ended September 30, 2024. A copy of the press release is incorporated herein by reference and is furnished as Exhibit 99.1.

The information under this Item 2.02 is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01

Regulation FD Disclosure

In addition to announcing financial results, the press release discussed, among other things, recent operational highlights.

A copy of the press release is attached herewith as Exhibit 99.1.

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The Company uses, and will continue to use, its website, press releases, and various social media channels, including its Twitter account (twitter.com/kulrtech), its LinkedIn account (linkedin.com/company/kulr-technology-corporation), its Facebook account (facebook.com/KULRTechnology), its TikTok account (tiktok.com/Kulr_tech), its Instagram account (instagram.com/Kulr_tech), and its YouTube account (youtube.com/channel/UC3wZBPINQd51N6p35Mo5uQg), as additional means of disclosing public information to investors, the media and others interested in the Company. It is possible that certain information that the Company posts on its website, disseminated in press releases and on social media could be deemed to be material information, and the Company encourages investors, the media and others interested in the Company to review the business and financial information that the Company posts on its website, disseminates in press releass and on the social media channels identified above, as such information could be deemed to be material information.

The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01

Exhibits

Exhibit No.		Description
99.1		Press Release dated November 13, 2024
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

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 13, 2024	By:	/s/ Michael Mo
		Michael Mo
		Chief Executive Officer

Exhibit 99.1

KULR Reports Record Revenue for the Third Quarter of 2024

HOUSTON / GLOBENEWSWIRE / November 13, 2024 / KULR Technology Group, Inc. (NYSE American: KULR) (the "Company" or "KULR"), a global leader in sustainable energy management, today reported results for the third quarter ended September 30, 2024.

Third Quarter 2024 Financial Results

Revenues: In the third quarter that ended September 30, 2024, revenue was $3.19 million compared to $3.04 million reported in the same period last year.

Cash and Accounts Receivable: As of September 30, 2024, the Company had cash and accounts receivable combined of $3.60 million.

Gross Margins: Gross margin was 71% in the quarter ending September 30, 2024, compared to 44% in the same period last year.

Selling, General and Administrative (SG&A) Expenses: SG&A expenses decreased to $2.74 million in the third quarter of 2024 from $4.61 million in the same period last year.

Research and Development (R&D) Expenses: R&D expenses in the third quarter of 2024 decreased to $1.23 million from $1.82 million in the same period last year.

Operating Loss: Loss from operations was $1.71 million for the third quarter of 2024, compared to $5.10 million from the same period last year. Lower operating loss in the third quarter was driven by a decrease in both SG&A expenses and investment in R&D.

Net Loss: Net loss for the third quarter of 2024 was $2.00 million, or a loss of $0.01 per share, compared to a net loss of $5.56 million, or a loss of $0.05 per share from the same period last year.

Management Commentary

KULR Chief Financial Officer Shawn Canter noted, “We are proud to announce another record revenue quarter so meaningfully the result of our entire team’s focus and dedication. The announced license agreement for KULR Xero Vibe represents a new business model that can expand the ways we grow KULR. Our recent first “Open House” in Webster was a smashing success with many customers, potential customers, insurance, fire – including the FDNY - and hazmat experts, public officials, and investors in attendance. I think we will do more of those types of events to invite more and more people to see and experience the mission critical nature of our work for so many applications.”

Mr. Canter continued, “The work we do is really part of the “picks and shovels” of the space economy, the broader adoption of electrification of the global aerospace and defense sectors, and the evolution toward more and more electric applications like planes, drones, vehicles, industrial and commercial equipment. Who isn’t going to need safe, reliable, clean power in often inconvenient environments?”

With regards to KULR Xero Vibe, Mr. Canter offered, “By meaningfully improving cooling efficiency, KXV is addressing the high operating costs of high intensity, power hungry applications like AI and crypto currency servers. Again, our proprietary technology offers a variety of sectors critical “picks and shovels” for them to continue to grow and flourish. Our goal is to have KXV technology used across these and other use cases to lower their operating costs and thus promote their expanded use.”

Third Quarter 2024 and Recent Corporate Highlights:

KULR's Xero Vibe Technology Lands Licensing Partnership with $2.35M Deal. The Company announced a licensing agreement for its proprietary vibration reduction technology named KULR Xero Vibe (“KXV”). The $2.35M landmark deal includes a $1.1M minimum guaranteed license and royalty fee, a unique opportunity for the licensee to purchase proprietary balancing equipment directly from KULR and additional revenue upside to KULR based on volume and technology upgrades.

KULR Secures Expanded U.S. Army Battery Contract to $2.4M, Paving Way for KULR ONE Guardian Battery Production in 2025. The Company announced that it was on track to successfully complete its initial engagement with the United States Army in Q3 2024 and building on the momentum of this ongoing partnership, the Army would expand its battery contract with the Company to $2.4M.

KULR Releases New Investor Presentation. The Company unveiled a new investor presentation on its website. This new presentation provides an overview of the Company and features refreshed and updated information, including: updated list of customers and partners, overview of the Company’s core engineering technology domains with an emphasis on diversified product and service offerings for its various market opportunities, information on KULR's customer engagement model, and financial updates and recent operational progress The investor presentation is accessible through the “Presentations” section on KULR’s website.

Conference Call

The Company has scheduled a conference call for November 13, 2024, at 4:30 p.m. ET to discuss these results. KULR management will provide a business update for the Company followed by a question-and-answer period.

To access the call, please register using the following link: KULR Third Quarter 2024 Earnings Call. After registering, an email will be sent, including dial-in details with a conference call access code required to join the call. The conference call will be available for replay here via the Investor Relations section on KULR’s website (www.kulrtechnology.com).

About KULR Technology Group Inc.

KULR Technology Group Inc. (NYSE American: KULR) delivers cutting edge energy storage solutions for space, aerospace, and defense by leveraging a foundation of in-house battery design expertise, comprehensive cell and battery testing suite, and battery fabrication and production capabilities. The Company’s holistic offering allows delivery of commercial-off-the-shelf and custom next generation energy storage systems in rapid timelines for a fraction of the cost compared to traditional programs. For more information, please visit www.kulrtechnology.com.

Safe Harbor Statement  

This press release does not constitute an offer to sell or a solicitation of offers to buy any securities of any entity. This release contains certain forward-looking statements based on our current expectations, forecasts and assumptions that involve risks and uncertainties. Forward-looking statements in this release are based on information available to us as of the date hereof. Our actual results may differ materially from those stated or implied in such forward-looking statements, due to risks and uncertainties associated with our business, which include the risk factors disclosed in our Form 10-K filed with the Securities and Exchange Commission on April 12, 2024, as may be amended or supplemented by other reports we file with the Securities and Exchange Commission from time to time. Forward-looking statements include statements regarding our expectations, beliefs, intentions, or strategies regarding the future and can be identified by forward-looking words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” and “would” or similar words. All forecasts are provided by management in this release are based on information available at this time and management expects that internal projections and expectations may change over time. In addition, the forecasts are entirely on management’s best estimate of our future financial performance given our current contracts, current backlog of opportunities and conversations with new and existing customers about our products and services. We assume no obligation to update the information included in this press release, whether because of new information, future events or otherwise. 

Investor Relations:

KULR Technology Group, Inc.

Phone: 858-866-8478 x 847

Email: [email protected]