{"url_path":"/sec/kore/8-k/2026-07-21/cover-page","section_key":"cover-page","section_title":"Cover Page","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-21","source_url":"https://www.sec.gov/Archives/edgar/data/1855457/0001140361-26-029039-index.html","accession_number":"0001140361-26-029039","cik":"0001855457","ticker":"KORE","issuer_name":"KORE Group Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1855457/0001140361-26-029039-index.html","primary_entity_key":"0001855457","primary_entity_name":"KORE Group Holdings, Inc."},"word_count":701,"has_tables":true,"body_markdown":"false12-31000185545700018554572026-07-162026-07-16\n\nUNITED STATES\n\nSECURITIES AND EXCHANGE COMMISSION\n\nWashington, D.C. 20549\n\nFORM 8-K\n\n \n\nCURRENT REPORT\n\nPURSUANT TO SECTION 13 OR 15(D)\n\nOF THE SECURITIES EXCHANGE ACT OF 1934\n\nDate of Report (Date of earliest event reported): July 16, 2026\n\nKORE Group Holdings, Inc.\n\n(Exact Name of the Registrant as Specified in Its Charter)\n\nDelaware\n\n(State or Other Jurisdiction of Incorporation)\n\n001-40856\n\n \n\n86-3078783\n\n(Commission File Number)\n\n \n\n(IRS Employer Identification No.)\n\n \n\n1155 Perimeter Center West, 11th Floor\n\n \n\n \n\n \n\nAtlanta,\n\nGA\n\n30338\n\n \n\n877-710-5673\n\n(Address of Principal Executive Offices)\n\n \n\n(Registrant's Telephone Number, Including Area Code)\n\nNot Applicable\n\n(Former Name or Former Address, If Changed Since Last Report)\n\nCheck the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following\nprovisions:\n\n☐\n\nWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)\n\n☐\n\nSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)\n\n☐\n\nPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR\n240.14d-2(b))\n\n☐\n\nPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR\n240.13e-4(c))\n\nSecurities registered pursuant to Section 12(b) of the Act:\n\nTitle of each class:\n\nTrading Symbol(s):\n\nName of each exchange on which registered:\n\nCommon stock, $0.0001 par value\n\nKORE\n\nNew York Stock Exchange\n\n \n\nIndicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule\n12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).\n\n \n\nEmerging growth company ☐\n\n \n\nIf an emerging growth company, indicate by check mark if the registrant has elected not to use the\nextended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐\n\n \n\nIntroductory Note\n\nOn July 21, 2026, KORE Group Holdings, Inc., a Delaware corporation (the “Company”), completed the transactions contemplated by the Agreement and Plan\nof Merger, dated as of February 26, 2026 (the “Merger Agreement”), by and among the Company, KONA Parent L.P., a Delaware limited partnership (“Parent”) affiliated with certain funds managed by affiliates of Searchlight Capital Partners, L.P.\n(“Searchlight”) and Abry Partners, LLC and/or Abry Partners II, LLC, and KONA Merger Sub Co., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). In accordance with the Merger Agreement, Merger Sub merged with and into\nthe Company, with the Company surviving the merger as a wholly-owned subsidiary of an affiliate of Parent (the “Surviving Corporation” and such merger, the “Merger”).\n\nOn July 17, 2026, Searchlight IV KOR, L.P. (“Searchlight IV KOR”) exercised all of the warrants issued by the Company to Searchlight IV KOR , on\nNovember 15, 2023 and December 13, 2023 (the “Penny Warrants”). Searchlight IV KOR contributed all of the shares underlying the Penny Warrants to Parent immediately prior to the effective time of the Merger (the “Effective Time”).\n\nPursuant to (i) the Rollover, Voting and Support Agreement, dated as of February 26, 2026, by and among the Company, Parent and Searchlight IV KOR,\n(ii) the Rollover, Voting and Support Agreement, dated as of February 26, 2026, by and among the Company, Parent, and ABRY Partners VII, L.P., (iii) the Rollover, Voting and Support Agreement, dated as of February 26, 2026, by and among the\nCompany, Parent, and ABRY Partners VII Co-Investment Fund, L.P., (iv) the Rollover, Voting and Support Agreement, dated as of March 17, 2026, by and among the Company, Parent and Dotmar Investments Limited, (v) the Rollover, Voting and Support\nAgreement, dated as of March 17, 2026, by and among the Company, Parent and Richard Burston, and (vi) the Rollover, Voting and Support Agreement, dated as of March 17, 2026, by and among the Company, Parent and Terrdian Holdings Inc. (the “Rollover\nAgreements”), immediately prior to the Effective Time, Searchlight IV KOR, L.P., ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P., Dotmar Investments Limited, Richard Burston, and Terrdian Holdings Inc. (collectively, the\n“Rollover Stockholders”) transferred, contributed and delivered to Parent the shares of the Company’s common stock (the “Company Common Stock”), subject to the Rollover Agreements in exchange for Class A partnership interests of Parent."}