KULR Technology Group, Inc. 10-Q

ITEM 5. OTHER INFORMATION Form 8-K Disclosures Effective as of August 15, 2025, the Vice President of Engineering, Mr. Michael G. Carpenter, resigned from all positions of the Company in connection with his planned retirement. Mr. Carpenter’s decision to retire was not due to any disagreement with the Company on any matter relating the Company’s operations, policies, or practices. Mr. Carpenter served as KULR’s Vice President of Engineering since June 2017. Rule 10b5-1 Trading Arrangement On July 1, 2025 , Dr. William Walker , the Company’s Chief Technology Officer and member of the Board , adopted an individual trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act, which has a term of fifteen months beginning October 2, 2025 to sell up to 49,750 shares of common stock issuable upon exercise of stock options, subject to certain conditions. Unless otherwise terminated pursuant to its terms, the plan will terminate on January 29, 2027 , or when all of the shares under the plan are sold. On July 1, 2025 , Dr. Joanna Massey , the Company’s Lead Director , adopted an individual trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act, which has a term of nine months beginning October 1, 2025 to sell up to 25,000 shares of common stock issuable upon exercise of stock options, subject to certain conditions. Unless otherwise terminated pursuant to its terms, the plan will terminate on July 1, 2026 , or when all of the shares under the plan are sold. 63 Table of Contents No other director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K during the quarterly period covered by this Quarterly Report. ​ ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES ​ Exhibit No. Description 3.1 ​ Form of Certificate of Amendment (previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on June 27, 2025, and incorporated herein by reference) ​ ​ ​ 10.1 ​ Sales Agreement, dated June 9, 2025, by and among the Company, Cantor Fitzgerald & Co. and Craig-Hallum Capital Group LLC (previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on June 9, 2025, and incorporated herein by reference) ​ ​ ​ 10.2 ​ Master Loan Agreement, dated July 1, 2025, between KULR Technology Group, Inc., Coinbase Credit, Inc. and Coinbase, Inc. (previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on July 8, 2025, and incorporated herein by reference) ​ ​ ​ 31.1 Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* 31.2 Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* 32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 101.INS Inline XBRL Instance* 101.SCH Inline XBRL Taxonomy Extension Schema* 101.CAL Inline XBRL Taxonomy Extension Calculation* 101.DEF Inline XBRL Taxonomy Extension Definition* 101.LAB Inline XBRL Taxonomy Extension Labels* 101.PRE Inline XBRL Taxonomy Extension Presentation* ​ ​ ​ 104 ​ Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101)* * Filed herewith. ** Furnished herewith. ​ 64 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this quarterly report to be signed on its behalf by the undersigned hereunto duly authorized. ​ Dated: August 14, 2025 By: /s/ Michael Mo Michael Mo Chief Executive Officer (Principal Executive Officer) ​ Dated: August 14, 2025 By: /s/ Shawn Canter Shawn Canter Chief Financial Officer (Principal Financial and Accounting Officer) ​ ​ ​ 65