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Form 8-K

sec.gov

8-K — ConnectM Technology Solutions, Inc.

Accession: 0001104659-26-119526

Filed: 2026-10-28

Period: 2026-10-21

CIK: 0001895249

SIC: 1700 (CONSTRUCTION SPECIAL TRADE CONTRACTORS)

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

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2628325d1_8k.htm (Primary)

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UNITED STATES

SECURITIES AND

EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT

REPORT

Pursuant to Section

13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event

reported): October 21, 2026

ConnectM

Technology Solutions, Inc.

(Exact name of registrant as specified

in its charter)

Delaware

001-41389

87-2898342

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

2 Mount

Royal Avenue, Suite 550

Marlborough,

Massachusetts

01752

(Address

of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (617) 395-1333

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 (see General Instruction A.2.

below):

¨ 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

N/A

N/A

N/A

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 x

If 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. ¨

Item 5.02.

Departure of Directors or Certain Officers;

Election of Directors;

Appointment of Certain Officers; Compensatory

Arrangements of Certain Officers.

On October 27, 2026, ConectM Technology Solutions, Inc. (the “Company”) announced that Leonardo Riera was appointed as Lead

Independent Director of the Board of Directors of the Company (the “Board”) for an initial term beginning on October 21, 2026

(the “Effective Date”) and continuing to the Company’s next annual meeting of shareholders, when all directors will

be subject to election by shareholders. In connection with the appointment of Mr. Riera to the Board, the Company increased the size of

the Board from five (5) to six (6) members. As of the Effective Date, Mr. Riera will serve as a member of the Audit Committee and the

Compensation Committee, and Chairman of the Nominating and Corporate Governance Committee of the Board of Directors.

Mr. Riera has more than

40 years of experience in investment banking and fund management. His experience includes more than 10 years as Executive Director and

Country Head for Bankers Trust in Caracas, Venezuela, as well as service as Head of Mergers and Acquisitions for Citicorp Investment Bank

in Caracas. Mr. Riera has served on the board of directors of Sidus Space Inc. (NASDAQ: SIDU) since April 2023 where he also acted as

Chairman and Lead Independent Director. Since August 2024 he serves as Director of Katmai Tech, Inc and as Chair of their Audit Committee;

Since January 2021, Mr. Riera has served as a director and Chair of the Audit Committee of FenixOro Gold Corp., a Canadian junior mining

company focused on acquiring and exploring gold projects.  Since 1988, Mr. Riera has owned and served as Chief Executive Officer

of Latin American Advisors Inc., through which he provides mergers and acquisitions, investment advisory, private equity and strategic

planning services. He was a consultant with McKinsey & Co. from 1984 through 1986 and served three terms as President of the International

Banking Association of Venezuela. He also served as Head of Asset Structuring and Credit for a $2 billion emerging market debt fund based

in Florida, where he was responsible for investments in Russia, Ukraine, Kazakhstan, Mexico, China, Nigeria, Singapore, Angola and Brazil.

Mr. Riera holds a degree in Economics from Universidad Católica Andrés Bello and an MBA from the Wharton School of the University

of Pennsylvania. He also completed the Strategic Valuations course for senior executives at the Harvard Business School.

In connection with his service on the Board, Mr. Riera

will be entitled to receive the standard annual cash and equity compensation paid to all non-employee directors of the Company, including

cash compensation of $20,000 per quarter, with the first quarter’s cash compensation being accrued, and equity compensation of $20,000

in common stock per quarter, issued at the beginning of each quarter, with the number of shares would be determined using the average

VWAP over the last five trading days of the preceding quarter.

There are no arrangements

or understandings between Mr. Riera and any other person pursuant to which he was elected as a director. There are no transactions in

which Mr. Riera has an interest requiring disclosure under Item 404(a) of Regulation S-K.

A press release announcing these matters is

filed as Exhibit 99.1 to this Form 8-K.

Item 7.01 Regulation FD Disclosure.

On October 28, 2026,

the Company issued a press release announcing that the Company has expanded the size of the Board and to name Leonardo Riera as a director

of the Corporation to fill such vacancy. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information provided

in this Item 7.01 (including Exhibit 99.1 hereto), is being furnished and will not be deemed “filed” for purposes of Section

18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor will it be deemed incorporated by reference into

any filing under the Exchange Act or the Securities Act, except as expressly set forth by specific reference in such a filing.

-2-

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

No.

Description

99.1

Press Release issued by the Registrant on October 28, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

-3-

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.

Dated: October 28, 2026

ConnectM Technology Solutions, Inc.

By:

/s/ Bhaskar Panigrahi

Name:

Bhaskar Panigrahi

Title:

Chief Executive Officer

-4-

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2628325d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

ConnectM

Appoints Leo Riera as Lead Independent Director; Former Bankers Trust Country Head Brings

40 Years of Capital Markets and Board Experience

MARLBOROUGH, Mass., October 28, 2026

(GLOBE NEWSWIRE) -- ConnectM Technology Solutions, Inc. (OTCQX: CNTM) (“ConnectM” or the “Company”), a

U.S.-based technology company that develops, sells and operates energy infrastructure powering the physical layer of the AI economy,

today announced the appointment of Leonardo (“Leo”) Riera to its Board of Directors as Lead Independent Director, effective

October 21, 2026. Mr. Riera brings more than 40 years of investment banking and international capital markets experience, including more

than 10 years as Country Head of Bankers Trust in Venezuela, and serves on three boards, including Sidus Space, Inc. (NASDAQ: SIDU),

where he is a director and former Chairman.

As Lead Independent Director, Mr. Riera

will preside over sessions of the independent directors and serve as their principal liaison to the Chairman. He will also serve on the

Board’s Audit and Compensation Committees and will chair the Nominating and Corporate Governance Committee. The Board has been

expanded from five to six members.

Bhaskar Panigrahi, Chairman and Chief

Executive Officer of ConnectM, commented, “Leo’s appointment strengthens ConnectM’s corporate governance. He has spent

four decades in capital markets and M&A, has chaired the board of a Nasdaq-listed company and the audit committees of others, and

has led the consolidation and financing of businesses from the board seat. His independent perspective will help us evaluate growth opportunities,

strengthen financial oversight and build long-term value for shareholders.”

Mr. Riera currently serves on the boards

of Sidus Space, a space and defense technology company, where he previously served as Chairman; Katmai Tech, Inc., a software company,

where he is Audit Committee Chair; and FenixOro Gold, a mining exploration company, where he is also Audit Committee Chair. He also advises

the Chairman and Chief Executive Officer of a semiconductor company. Earlier, he conceived and led the consolidation of sixteen companies

into a single Colorado-based enterprise and served as a director and Audit Committee Chairman of the combined company.

From 1988 to 1998, Mr. Riera was Executive

Director and Country Head of Bankers Trust Company in Venezuela, where he founded and led the firm’s investment banking and broker-dealer

operations with full profit-and-loss responsibility and oversaw M&A, capital markets, private equity and advisory transactions across

the oil, mining, electric, telecom, banking and retail sectors. Fee generation quadrupled during his tenure. Before Bankers Trust, he

was Head of M&A at Citicorp Investment Bank in Venezuela and a McKinsey & Company consultant on the restructuring of Petróleos

de Venezuela, then the world’s third-largest oil company. He later served as Head of Asset Structuring and Credit at INTL Consilium,

an emerging-markets investment fund whose assets under management grew from approximately $500 million to $2.1 billion during 2007.

Mr. Riera also has direct energy operating

experience. He co-founded EnviroPower Renewable, Inc. and served as its Chairman and Chief Executive Officer from 2012 to 2018, developing

waste-to-energy projects in the United States, Ireland and the United Kingdom and raising all of the company’s development capital.

He served three consecutive terms as President of the Foreign Banks Association of Venezuela. He holds an MBA in Finance and International

Management from the Wharton School of the University of Pennsylvania and a Bachelor of Science in Economics from Universidad Católica

Andrés Bello, where he graduated first in his class, and completed the Strategic Valuations executive program at Harvard Business

School.

“I have spent my career on both

sides of capital markets transactions and on the boards of companies at important stages of growth. ConnectM is at an inflection point

as it evolves into a focused AI energy infrastructure company,” said Mr. Riera. “The Blue Cloud transaction showed that this

management team can realize value as well as build it. I look forward to working with Bhaskar and the Board to strengthen governance,

financial oversight and capital allocation and to create long-term shareholder value.”

About ConnectM Technology Solutions,

Inc.

ConnectM Technology Solutions, Inc.

(OTCQX: CNTM) is a U.S.-based AI energy infrastructure company that integrates and operates the power, thermal and intelligence systems

beneath AI compute. Its power offerings include battery storage, solar and distributed energy systems, and virtual power plant dispatch.

Its thermal offerings include smart heat pumps sold through enterprise distributors. Its wholly owned subsidiary, Keen Labs, develops

the AI platform for monitoring, energy optimization and predictive maintenance across connected equipment. ConnectM is evaluating distributed

compute as an asset-light alternative to traditional data centers, with the Company supplying power, site access and orchestration and

compute partners providing and operating the hardware. ConnectM is headquartered in Marlborough, Massachusetts. For more information,

visit www.connectm.com.

Cautionary Note Regarding Forward-Looking

Statements

This press release contains forward-looking

statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act

of 1934, as amended. We have based these forward-looking statements on our current expectations and projections about future events.

All statements, other than statements of present or historical fact included in this press release, regarding our future financial performance,

our strategy, the proposed listing of our common stock on a national securities exchange, the Ascent financing and the repayment, amortization

or conversion of outstanding notes, the objectives and expected contributions of our Board, the contemplated divestiture of our Owned

Service Network operations, expansion plans, future operations, future operating results, estimated revenues, projected costs, prospects,

plans and objectives of management are forward-looking statements. In some cases, you can identify forward-looking statements by terminology

such as “may,” “should,” “could,” “would,” “expect,” “plan,”

“anticipate,” “intend,” “believe,” “estimate,” “continue,” “project”

or the negative of such terms or other similar expressions. These forward-looking statements are subject to known and unknown risks,

uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially

different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements,

including the risks described in the “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements”

sections of our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission,

including that our financial statements include a going concern explanatory paragraph, that our application to list on a national securities

exchange may not be approved, and that the value of our Blue Cloud shareholding, which is subject to a lock-up, may fluctuate significantly.

Forward-looking statements speak only

as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and ConnectM is under no

obligation to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise,

except as required by law.

Contacts

Investor Relations

Crescendo Communications, LLC

Tel: (212) 671-1020

Email: CNTM@crescendo-ir.com

ConnectM Technology Solutions, Inc.

+1 617-395-1333

irpr@connectm.com

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