Management Change/Compensation (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

After nine years of loyal and professional service as a KonaTel Director, Mr. Robert M. Beaty has elected to step down from his seat on the Board of Directors, effective September 30, 2026. The Company thanks Mr. Beaty for his professional service to the Company. The following is what Mr. Beaty stated in his resignation email:

As you know, I have served on the KonaTel board since we went public many years ago. However, at this time, I do not have the time to dedicate to KonaTel due to personal reasons, so effective September 30, 2026, I must resign my position as a board member. You may always contact me, and I am happy to assist where possible.

The resignation of Mr. Beaty resulted in there only being one remaining director of the Company, D. Sean McEwen, the current CEO and Chairman of the Company. Section 141(b) of the General Corporation Law of the State of Delaware (the "GCLD") states that a corporation's Board of Directors shall consist of one or more directors, each of which shall be a natural person. Article II-Board of Directors, Section 1, of the Amended and Restated Bylaws of the Company, provides that the number of directors of the Company shall be such number as the Board of Directors shall designate, and absent such designation, shall be three members. In accordance with this Section of the Bylaws of the Company, Mr. McEwen, as the sole remaining director of the Company, set the number of directors of the Company as provided in the aforesaid Section 1, at one director, that presently being Mr. McEwen.