Material Agreement (Form 8-K)

Item 1.01. Entry into a Material Definitive Agreement.

On July 7, 2026, Kinetic Seas Incorporated entered into a Third Addendum to its Licensing Agreement with Sagtec Global Limited. The Third Addendum, among other things, provides for the return of 2,000,000 consideration shares to Sagtec, modifies certain provisions relating to Rule 144, eliminates the previously existing right of first refusal, and establishes additional commercial arrangements between the parties.

Although the Third Addendum required the return of the shares, the agreement contemplated that Kinetic Seas would execute such transfer instructions and provide such instructions to Sagtec's transfer agent as were reasonably necessary to effect the transfer. At the time the Third Addendum was executed, Kinetic Seas had not received instructions identifying the transferee or the manner in which the shares were to be registered.

On July 26, 2026, Sagtec delivered an Authorization and Transfer Instruction designating its nominee to receive the returned shares and authorizing the transfer agent to register the shares accordingly. On July 27, 2026, Kinetic Seas received and executed those instructions, thereby completing the transfer contemplated by Section 1 of the Third Addendum.

Kinetic Seas is filing this Current Report to disclose the execution and completion of the Third Addendum and the related transfer of shares.