KULR · KULR Technology Group, Inc.

The board restructuring represents a decisive governance shift driven by majority stockholder action, removing four incumbent directors and installing two new directors with complementary expertise in enterprise AI commercialization and pricing/analytical discipline. Mr. Frank brings deep experience leading pre-sales technical teams for AI-driven platforms in asset-intensive industries—including energy—while Dr. Kimel contributes over 30 years of corporate pricing, margin optimization, and strategic analytics leadership across aerospace, defense, and industrial sectors. The press release explicitly states the board was streamlined to three members, with two majority independent directors, as part of KULR’s stated 2026 initiative to reduce selling, general and administrative (SG&A) expenses and drive greater operating efficiency. This is not a routine refresh: the removal of four directors simultaneously—nearly two-thirds of the prior board—signals a material realignment of strategic oversight priorities toward commercial discipline, capital allocation rigor, and scalable execution. The concurrent amendment and restatement of the by-laws—filed as Exhibit 3.1—further institutionalizes this shift, introducing updated provisions on stockholder nominations, proxy access, remote meetings, and quorum requirements. Investor implications include heightened scrutiny on near-term cost control execution, potential acceleration of pricing and margin initiatives, and increased board-level focus on monetizing KULR’s battery platform in high-value end markets such as defense, aerospace, and AI data centers. No compensation terms for the new directors are disclosed, and no family or transactional relationships with existing management are indicated.