12/09/2025 | Press release | Distributed by Public on 12/09/2025 20:30
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Yamamoto Jay Koichi C/O KULR TECHNOLOGY GROUP, INC., 555 FORGE RIVER ROAD, SUITE 100 WEBSTER, TX 77598 |
General Counsel & Secretary | |||
| /s/ Jay K. Yamamoto | 12/09/2025 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (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. |