KULR Technology Group (KULR) Proxy filing summary

Executive summary

• Annual meeting scheduled for Dec. 17, 2026, at 12 p.m. ET via webcast; record date Oct. 26, 2026. No live shareholder Q&A.

• Agenda includes three director elections, auditor ratification, say-on-pay and an advisory vote on say-on-pay frequency.

Voting matters and shareholder proposals

• Board recommends FOR all nominees, auditor ratification and say-on-pay; it recommends annual say-on-pay votes.

• Director nominees must receive more FOR than AGAINST votes; Proposals 2 and 3 require a majority of voting power present and entitled to vote.

• Proposal 4 offers one-, two- or three-year frequency options; if none wins a majority, the Board will consider the option with the most votes.

• Rule 14a-8 proposals for the 2027 meeting are due by June 29, 2027; proxy-access submissions are due May 30–June 29, 2027.

Board of directors and corporate governance

• Michael Mo, Benjamin Andrew Frank and Steven Perez are director nominees; Frank and Perez are independent, and Mo serves as CEO and Board Chair.

• No lead independent director is designated; independent directors provide oversight through committees and executive sessions without management.

• The Board conducts an annual self-evaluation; directors attended at least 75% of applicable 2025 Board and committee meetings.

• The 2025 Plan authorizes 7.5 million shares for options, restricted stock, RSUs and other awards; option exercise prices must be at least grant-date fair value.