Form 8-K/A

8-K/A — KiNRG, Inc.

Accession: 0001213900-26-109775

Filed: 2026-10-15

Period: 2026-10-14

CIK: 0000095572

SIC: 1600 (HEAVY CONSTRUCTION OTHER THAN BUILDING CONST - CONTRACTORS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K/A — ea0308772-8ka1_kinrg.htm (Primary)

EX-99.1 — INVESTOR PRESENTATION (ea030877201ex99-1.htm)

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8-K/A — AMENDMENT NO. 1 TO FORM 8-K

8-K/A (Primary)

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT

REPORT

PURSUANT

TO SECTION 13 OR 15(d)

THE SECURITIES EXCHANGE ACT OF 1934

Date

of Report (Date of earliest event reported): October 14, 2026

KiNRG,

Inc.

(Exact

name of registrant as specified in its charter)

Nevada

000-53035

82-6008752

(State

or other jurisdiction

incorporation)

(Commission

File Number)

(IRS

Employer

Identification

No.)

1213

Culbreth Drive Suite 103

Wilmington,

NC 28405

(Address

of principal executive offices, including zip code)

Registrant’s

telephone number, including area code: (910)619-3171

Not

Applicable

(Former

name or former address, if changed since last report)

Check

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 provisions:

☐

Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act:

Title

of Each Class

Trading

Symbol(s)

Name

of Each Exchange on Which Registered

None

Indicate

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 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☐

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Explanatory

Note

This

Current Report on Form 8-K/A (this “Amendment No. 1”) amends the Current Report on Form 8-K furnished by KiNRG, Inc. (the

“Company”) on October 14, 2026 (the “Original Form 8-K). The Original Form 8-K, furnished as Exhibit 99.1 an

investor presentation (the “Original Investor Presentation”) that the Company stated it may use from time to time in meetings

with investors, prospective investors and other interested parties, including in connection with potential capital-raising activities.

Subsequent to the filing of the Original Form 8-K , the Company identified certain inaccuracies in the Original Investor Presentation.

This Amendment No 1 is being filed solely for the purpose of furnishing a corrected version of the investor presentation (the “Corrected

Investor Presentation”) which Corrected Investor Presentation is attached as Exhibit 99.1 to this Amendment No. 1 and replaces

in its entirety the Original Investor Presentation previously filed as Exhibit 99.1 to the Original Form 8-K.

Except

as described above, this Amendment No. 1 does not amend, update or otherwise modify any information contained in the Original Form 8-K.

Item

7.01 Regulation FD Disclosure.

The

Corrected Investor Presentation was made available by the Company. A copy of the Corrected Investor Presentation is furnished as Exhibit

99.1 to this Amendment No. 1 on Form 8-K/A and is incorporated by reference.

The

information contained in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes

of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities

of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities

Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing. References to the Company’s

website or to any third-party websites are provided for convenience only and are not incorporated by reference into, and do not constitute

a part of, this Amendment No. 1 on Form 8-K.

Offer or Solicitation

This

Amendment No. 1 on Form 8-K and the exhibits hereto do not constitute an offer to sell or the solicitation of an offer to buy any securities

of the Company, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful

prior to registration or qualification under the securities laws of any such jurisdiction.

Forward-Looking

Statements

This

Amendment No. 1 on Form 8-K (including the exhibits hereto) contains “forward-looking statements” within the meaning of Section

27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements include, among other things, statements regarding

the Company’s strategy, plans, objectives, prospects, and potential capital-raising activities. Words such as “anticipate,”

“believe,” “continue,” “could,” “design,” “estimate,” “expect,”

“intend,” “may,” “plan,” “potential,” “project,” “target,” “will,”

“would” and similar expressions are intended to identify forward-looking statements. These statements are based on current

expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those

expressed or implied by the forward-looking statements. Such risks and uncertainties include those described in the Company’s filings

with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on

Form 10-Q and Current Reports on Form 8-K. The Company undertakes no obligation to update any forward-looking statements to reflect events

or circumstances after the date of this report, except as required by law.

Item

9.01. Financial Statements and Exhibits.

(d)

Exhibits.

The

following exhibits are filed as part of, or incorporated by reference into, this Report.

Exhibit

No.

Description

99.1

Investor Presentation

104*

Cover

Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned hereunto duly authorized.

KiNRG,

Inc.

By:

/s/

Ronald W. Pickett

Name:

Ronald

W. Pickett

Title:

Chief

Executive Officer

Date:

October 15, 2026

EX-99.1 — INVESTOR PRESENTATION

EX-99.1

Filename: ea030877201ex99-1.htm · Sequence: 2

Exhibit 99.1

Engineered for Scale. Designed for the Future. Powered by the Atmosphere. A Bring-Your-Own-Power scalable, infrastructure-grade system that delivers clean, continuous energy to data centers, utilities, industrial operations, and manufacturing facilities.

Cautionary Note Regarding Forward-Looking Statements This presentation contains forward-looking statements concerning KiNRG, Inc. and its subsidiaries. Forward-looking statements include statements that are not historical facts and statements regarding the Company's expectations, plans, objectives, strategies, future events, financial or operating performance and assumptions underlying such statements. Words such as "anticipate," "believe," "continue," "could," "design," "estimate," "expect," "intend," "may," "plan," "potential," "project," "target," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements in this presentation include, among other things, statements regarding the proposed offering and listing of the Company's common stock; the anticipated use of proceeds; the development, engineering, construction, testing, permitting and commercialization of the Company's HydroThermal Reactor ("HTR") technology; the anticipated performance, generating capacity, operating availability, construction costs and timelines, efficiency, emissions characteristics and economic benefits of the HTR; the Company's ability to obtain project financing, power purchase or off-take agreements, strategic relationships and customers; the availability of governmental incentives or tax credits; future construction activity and customer relationships; anticipated benefits and synergies from the TRINITY acquisition; the Company's intellectual property and pending patent applications; and the Company's other plans, strategies, opportunities and prospects. These forward-looking statements are based on management's current expectations, estimates, assumptions and projections and are inherently subject to significant risks and uncertainties, many of which are outside the Company's control. In particular, the HTR has not yet been constructed or operated at commercial scale, and there can be no assurance that it will achieve the generating capacity, operating performance, costs, construction timelines, emissions reductions, economic results or other characteristics currently anticipated or described in this presentation. Actual results may differ materially from those expressed or implied by the forward-looking statements as a result of numerous factors, including risks relating to the technical feasibility, engineering, construction, testing and commercialization of the HTR; changes in design or development plans; permitting, environmental, water-use and site-development requirements; construction costs and delays; access to financing and capital; the ability to enter into off-take or power purchase agreements; customer adoption; competition and technological developments; energy prices and market conditions; regulatory, tax and governmental policy changes; intellectual-property protection; TRINITY's ability to execute its backlog and obtain new projects; project cancellations, modifications or delays; integration of TRINITY; general economic and capital-market conditions; the Company's ability to complete the proposed offering and obtain and maintain a listing on NYSE American; and the other risks and uncertainties described under "Risk Factors" and elsewhere in the Company's most recent preliminary prospectus and its other filings with the SEC. Forward-looking statements speak only as of the date they are made. You should not place undue reliance on these statements. Except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events, changes in circumstances or otherwise.

About Us One Company, Two Engines for Growth Combining next-generation clean energy technology with proven mission-critical construction expertise KiNRG, Inc. CLEAN ENERGY TECHNOLOGY KiNRG is developing a HydroThermal Reactor (HTR) — a patented technology designed to generate reliable, 24/7 electricity using evaporative cooling and downdraft dynamics, without combusting fossil fuels. • 8 issued patents (6 U.S., plus Morocco and Kuwait), with 5 additional applications pending • Engineering and scientific team drawn from Penn State, Georgia Tech and Duke University • Developing a smaller, modular HTR purpose-built bring-your-own-power solution for always-on data center loads TRINITY Group Construction MISSION-CRITICAL CONSTRUCTION Founded in 2002 and headquartered in Herndon, VA, TRINITY is a commercial general contractor delivering preconstruction, design-build, general contracting and construction management for data centers and other mission-critical facilities. • 2.5M+ sq. ft. of data centers built; 500K+ sq. ft. in progress across 3 states and Egypt • $657.4 million construction backlog as of July 31, 2026 + $12.4M TRINITY acquisition completed April 1, 2026 $257.2M 2025 pro forma combined revenue 8 Patents issued across the U.S. and abroad $369.2M Q2 2026 Revenue

Industry Trends Rising electricity demand from AI, cloud computing, data center growth and industrial expansion is projected to drive continued investment in energy infrastructure, mission-critical facilities and related construction services. Backup and resilient power solutions Alternative and lower-emission energy technologies Data center and infrastructure development Grid modernization and infrastructure upgrades Commercial and mission-critical construction services

A staged approach to combining proven construction capability with next-generation energy technology 1 Continue TRINITY's commercial construction and mission- critical infrastructure operations 2 Pursue opportunities to combine data center infrastructure development with future HTR-related energy solutions 3 Continue engineering, development and evaluation of HTR systems and related technologies 4 Pursue strategic relationships, financing opportunities and potential customer relationships 5 Evaluate future pilot, demonstration and infrastructure development opportunities for HTR technologies and related energy projects Staged Growth Strategy

Investment Highlights A patented energy platform paired with an established, cash-generating construction business Vertically Integrated Strategy TRINITY builds the data center and the power source in-house — a bring-your-own-power combination few competitors can offer data center developers. Durable Customer Relationships TRINITY services several smaller repeat business clients, and currently has data center construction projects in Maryland, Virginia, Texas and Cairo. Protected, Differentiated Technology The HTR is designed to generate electricity without combusting fossil fuels, backed by 8 issued patents across the U.S., Morocco and Kuwait, with 5 more pending. Large, Underserved Market AI and data center growth is driving unprecedented demand for reliable, always-on baseload power beyond what the grid can supply. Current, Cash- Generating Revenue TRINITY contributed $257.2M of FY 2025 pro forma revenue and $369.2M of Q2 2026 revenue. TRINITY carries a $657.4M backlog as of July 31, 2026, funding operations while HTR is developed.

How Does the HydroThermal Reactor Work? HydroThermal Reactor The HydroThermal Reactor is a concrete structure with a water injection system at the top that introduces measured droplets of water through a distribution header. Water Droplets The water droplets introduced near the top of the Reactor immediately begin to react due to the sun-warmed air at the very top of the Reactor. Evaporation The natural evaporative process immediately begins to cool the surrounding air inside the top of the HydroThermal Reactor. As evaporation and cooling continues, the cooler/denser air inside the Reactor descends, reaching speeds exceeding 50 mph. Immense Acceleration The now significantly colder, denser, damp, and compressed air amassed near the base of the Reactor flows laterally into tunnels surrounding the base of the Reactor, achieving wind speeds up to and well in excess of 100 mph. A patented system of turbines extracts the kinetic energy inside the wind tunnels and generates GREEN ELECTRICITY Patented System of Turbines

Small Format HydroThermal Reactor Zero Carbon Footprint Eliminates ~1.5 MILLION metric tons of carbon per installation per year if 200MW HTR operating at baseload was being generated by a traditional fossil fuel power plant Supports 200 MW AI Data Center Baseload Continuous Clean Energy Production 24 Hours a day 7 Days a week 365 Days a year Cost-Effective Green Energy/ Green Hydrogen Solution in the Industry Solution Based on Existing Science Replaces fossil fuels and more efficient than solar and wind

Supported by Intellectual Property Patent #8,120,191 | Efficient Energy Conversion Devices and Methods This patent covers a novel hydraulic system capable of maintaining high efficiency hydraulic to electric conversion under a wide variance of wind speeds, as coupled to a plurality of wind turbines in wind tunnels. Issued 2/21/2012. USA Patent #8,517,662 B2 | Atmospheric Energy Extraction Devices and Methods This patent covers a structure for producing electricity, specifically a Tower capable of adding moisture at the top of the structure to hot-dry air so as to generate a downdraft of wind within the interior of the Tower, vanes coupled to the exterior of the Tower that at least partially define a plurality of elongated pockets to the exterior of the Tower, and flaps located to redirect the incident wind downwards into tunnels to convert wind to electricity. Issued 8/27/2013. USA Patent #8,643,204 B2 | Efficient Energy Conversion Devices and Methods This patent enhances and broadens previously issued Patent #8120191. Issued 2/04/2014. USA Patent #8,727,698 B1 | Atmospheric Energy Extraction Devices and Methods This patent claims are targeted to represent the advantages of the new Tower structural shape, the configuration of the Tower walls, their composition as well as the wall thicknesses for a given height, along with more efficient construction methodology and enhanced wind force resistance over prior Tower designs. Issued 5/20/2014. USA Patent #10,989,171 | Methods and Apparatus for Storage of Compressed Air Energy and the Release and Conversion of Compressed Air Energy This patent relates to energy storage, and more specifically to the methods and apparatus to harness energy when natural energy sources are not readily available, including the storage and utilization of said energy. Issued 4/27/2021. USA Patent #11,486,359 | Multi-Stage Wind Turbine This patent covers the multi-stage wind power extractor features, including the circular tunnel with an expanding diameter and multiple turbines aligned inside. Each turbine has blades, a controller, and a motor. The controllers engage the turbines based on wind speed, and the motors power generators to extract energy. USA Patent #65,031 | Multi-Stage Wind Turbine This patent covers the multi-stage wind power extractor features, including the circular tunnel with an expanding diameter and multiple turbines aligned inside. Each turbine has blades, a controller, and a motor. The controllers engage the turbines based on wind speed, and the motors power generators to extract energy. Morocco Patent | Multi-Stage Wind Turbine This patent covers the multi-stage wind power extractor features, including the circular tunnel with an expanding diameter and multiple turbines aligned inside. Each turbine has blades, a controller, and a motor. The controllers engage the turbines based on wind speed, and the motors power generators to extract energy. Kuwait

Global Rollout Strategy The locations shown represent geographic areas that the Company believes have weather conditions suitable for potential HydroThermal Reactor deployments. * * The locations shown represent potential deployment opportunities only and are not confirmed or guaranteed HydroThermal Reactor deployment locations..

United States Rollout Strategy The locations shown represent geographic areas that the Company believes have weather conditions suitable for potential clusters of smaller HydroThermal Reactor deployments supporting A.I. data center expansion, industrial operations and manufacturing facilities. * * The locations shown represent potential deployment opportunities only and are not confirmed or guaranteed HydroThermal Reactor deployment locations..

Small Nuclear Reactor Operational Availability TBD 2029 Installation Costs TBD $1.5 Billion Longevity Fuel Replaced 10 Years, LT Life TBD 75-100 Years Generates Power 24/7/365 Yes Yes Predictable Outcome Yes Yes Tax/Carbon Credits Yes Yes Environmental Impact Zero Carbon Footprint Zero Carbon Footprint HydroThermal Reactor * Decommissioning Years of Monitoring After Use Life TBD Concrete Structure Recyclable & Most Equipment Remarketed Competitive Analysis for AI Data Centers Comparison of other 200 megawatt (MWH) Baseload Capacity Production Facilities * The HTR is based upon projections and estimates, none of which are guaranteed.

A wholly owned subsidiary of KiNRG, delivering mission-critical construction since 2002 ONE TEAM — 4+ YEARS OF COLLABORATION Shared Leadership, Deep Collaboration KiNRG and TRINITY share leadership and office space in Herndon, VA, and have collaborated for over four years on integrating construction with HTR energy technology. Founder Millard L. "Flip" Wallen, III also serves as President of KiNRG — an alignment that culminated in KiNRG's $12.4 million acquisition of TRINITY, completed April 1, 2026. Full-Service Construction Capabilities TRINITY Group Construction has extensive expertise in data center development, with over 2.5 million square feet already built in the heart of Northern Virginia's Data Center Alley and more than 500K square feet is under construction across four data center campuses; three located in the United States, and one globally. Regional Strength, Global Reach TRINITY serves clients throughout Virginia, Maryland, Washington, D.C. and Texas — with active data center construction underway in three U.S. states and Cairo, Egypt, and a growing base of repeat customers. $657.4M Construction backlog $257.2M TRINITY 2025 total revenue 2.5M+ sf Data centers built or construction- managed 500K+ sf Under construction $369.2M TRINITY Q2 2026 total revenue ~93 TRINITY employees (as of August 2026) TRINITY Group Construction Overview

KiNRG and TRINITY Group Construction (TGC) Synergies Joint Ventures TGC's specialty in constructing data centers and KiNRG's focus on powering them gives them a competitive value proposition when bidding for contracts, supplying two essential service for datacenters. Leverage Network TGC's previous and current projects on datacenters give KiNRG a network of potential clients spread across several states and countries that they would have a standing relationship with. Create New Revenue Streams TGC's build out of data centers creates an initial influx of revenue which can create sustainable and predictable cash flows as KiNRG supplies low-cost green energy for the completed datacenter. Potential Upside Opportunity TCG's construction revenue currently provides growing cash flows while KiNRG's HTR segment provides high upside supported by strong industry tailwinds fueled by rising datacenter energy demand and the need for carbon-free energy.

Financial Highlights FY 2025 Ended December 31, 2025 Pro Forma Combined Q2 2026 Ended June 30, 2026 Pro Forma Combined Revenue $257.2M $369.2M Gross Profit $9.0M $22.1M Gross Margin 3.5% 6.0% Operating Income $664K $17.1M Operating Margin 0.26% 4.6% Net Income $1.1M $16.2M

Leadership Ron Pickett | Chairman & CEO Ron Pickett, KiNRG's founder and CEO, brings over 50 years of construction, development and innovative technology skills and expertise to the team. Mr. Pickett founded KiNRG and became its CEO on December 29, 2010. He has founded several innovative companies, including the first international telemedicine provider for the shipping industry; a major U.S. sustainable energy, composting and recycling facility; and Telkonet, which pioneered broadband over powerline communications and commercial energy management to the hospitality, real estate and defense sectors. Mr. Pickett has a deep understanding of government, legislative, and permitting practices, and has guided five companies from the startup and early stage through the public ownership process. Additionally, Mr. Pickett served as President and a Director of internet and Wi-Fi services provider Microwave Systems Technology Inc., and Vice Chairman of Geeks on Call Holdings, Inc., a public company that provided quick-response, on-site computer solutions. His early career work included consulting for Frouge and Gulf Oil on real estate deals, and later for Madison Square Garden Corporation on asset liquidation. He earned a degree in history from Gordon College. Ron Pickett Chairman & CEO Flip Wallen President, KiNRG CEO, TRINITY Flip Wallen | KiNRG President & TRINITY CEO Flip Wallen, a 47-year veteran of the commercial real estate industry, specializes in mission-critical construction, particularly in the data center market. A James Madison University graduate with a BBA in Management Information Systems, he has developed over 3 million square feet of data center space in Northern Virginia's "Data Center Alley." Flip founded TRINITY Group Construction in 2002, a leading commercial construction company in the DC Metro area. He joined the company as Executive Vice President of Construction & Development in late 2020 and now serves as its President, advising on the integration of an Eco-Energy Park and GH2 plant with their HydroThermal Reactor Project. www.KiNRG.com

Ron Pickett | Chairman & CEO Ron.Pickett@KiNRG.com +1 910.619.3171 www.KiNRG.com There is no guarantee that any specific outcome will be achieved. Past performance is not indicative of future results. Investments may be speculative, illiquid and there is risk of total loss.

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v3.26.3

Cover

Oct. 14, 2026

Cover [Abstract]

Document Type

8-K/A

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Amendment Description