KULR Technology Group Inc 2025年度报告

FORM10-K Indicate by check mark if registrant is a well-known seasoned issuer, as defined under Rule405 of the Securities Act. Yes☐No☒ Indicate by check mark if registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Actduring the preceding 12months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filingrequirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submitsuch files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, oran emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerginggrowth company” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included inthe filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act). Yes☐No☒ As of June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of commonstock held by non-affiliates of the registrant was $260,648,095 based on the closing price of $7.13 as of that date. As of March 27, 2026, there were 46,239,034 shares of the issuer’s common stock, par value $0.0001 per share, issued and outstanding. Documents incorporated by reference: None. KULR TECHNOLOGY GROUP, INC. AND SUBSIDIARYANNUAL REPORT ON FORM 10-KFOR THE FISCAL YEAR ENDED DECEMBER 31, 2025TABLE OF CONTENTS PagePart IItem 1Business4Item 1ARisk Factors10Item 1BUnresolved Staff Comments25Item 1CCybersecurity25Item 2Properties26Item 3Legal Proceedings26Item 4Mine Safety Disclosures26Part IIItem 5Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities27Item 6[Reserved]27Item 7Management’s Discussion and Analysis of Financial Condition and Results of Operation27Item 7AQuantitative and Qualitative Disclosures About Market Risk37Item 8Financial Statements and Supplementary Data37Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure37Item 9AControls and Procedures37Item 9BOther Information38Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections38Part IIIItem 10Directors, Executive Officers and Corporate Governance39Item 11Executive Compensation43Item 12Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters45Item 13Certain Relationships and Related Transactions, and Director Independence47Item 14Principal Accountant Fees and Services47Part IVItem 15Exhibits and Financial Statement Schedules48Item 16Form 10-K Summary49Signatures50 EXPLANATORY NOTE On June 23, 2025, the Company effected a reverse stock split (the “Reverse Stock Split”) of its shares of commonstock, par value $0.0001 per share, (“Common Stock”), on the basis of one post-Reverse Stock Split share of CommonStock for every eight pre-Reverse Stock Split shares of Common Stock issued and outstanding, with any fractionalshares resulting from the Reverse Stock Split rounded up to the nearest whole share. All references to share and pershare amounts (excluding authorized shares), as well as option and warrant amounts and exercise prices, including thecondensed consolidated financial statements and accompanying notes, have also been restated to give retroactive effectto the Reverse Stock Split. In this report, unless the context indicates oth