SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


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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X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
ABRY Partners VII, L.P.

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
KORE Group Holdings, Inc. [ KORE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/21/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/21/2026 D 4,850,587(1) D $9.25(2) 0 I See footnotes(3)(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
ABRY Partners VII, L.P.

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRY PARTNERS II, LLC

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRY Partners VII Co-Investment Fund, L.P.

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRY INVESTMENT PARTNERSHIP, L.P.

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRY Senior Equity IV, L.P.

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRY Senior Equity Co-Investment Fund IV, L.P.

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
YUDKOFF ROYCE

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
KOENIG PEGGY

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Grossman Jay M.

(Last) (First) (Middle)
C/O ABRY PARTNERS, LLC, 888
BOYLSTON STREET, SUITE 1600

(Street)
BOSTON MA 02199

(City) (State) (Zip)
Explanation of Responses:
1. The reported amounts reflect the 1-for-5 reverse stock split effected by the Issuer on July 1, 2024 of its Common stock ("Common Stock").
2. The reported securities were disposed of in connection with the consummation ("Closing") of the merger (the "Merger") of Issuer and KONA Merger Sub Co., a wholly owned subsidiary of KONA Parent, L. P. ("Parent"). Immediately prior to Closing, and pursuant to certain voting, support and rollover agreements, ABRY Partners VII, L.P. and ABRY Partners VII Co-Investment Fund, L.P. contributed 4,300,157 and 248,042 shares of Common Stock, respectively, to Parent, in exchange for interests in Parent. Upon Closing, each share of Common Stock not held by Parent was cancelled and converted into the right to receive a cash payment of $9.25 per share.
3. ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P., ABRY Investment Partnership, L.P., ABRY Senior Equity IV, L.P. and ABRY Senior Equity Co-Investment Fund IV, L.P. (collectively, the "ABRY Funds") are managed and/or controlled by ABRY Partners, LLC ("ABRY I") and ABRY Partners II, LLC ("ABRY II") and/or their respective affiliates. ABRY I and ABRY II are investment advisors registered with the SEC. Royce Yudkoff, as managing member of ABRY I and sole member of certain of its affiliates, has the right to exercise investment and voting power on behalf of ABRY Investment Partnership, L.P. Peggy Koenig and Jay Grossman, as equal members of ABRY II and of certain of its affiliates, have the right to exercise investment and voting power on behalf of the ABRY Funds.
4. Each of ABRY I, ABRY II, Royce Yudkoff, Peggy Koenig and Jay Grossman disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, and the inclusion of the shares reported herein in any Section 16 report by such Reporting Persons shall not be deemed to be an admission of beneficial ownership of the shares reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
ABRY PARTNERS VII, L.P., /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
ABRY PARTNERS II, LLC, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
ABRY PARTNERS VII CO-INVESTMENT FUND, L.P., /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
ABRY INVESTMENT PARTNERSHIP, L.P., /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
ABRY SENIOR EQUITY IV, L.P, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
ABRY SENIOR EQUITY CO-INVESTMENT FUND IV, L.P, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
ROYCE YUDKOFF, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
PEGGY KOENIG, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
JAY GROSSMAN, /s/ Kostas Sofronas, By: Kostas Sofronas, Attorney-in-Fact 07/21/2026
** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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