{"version":"company-facts.v1","source":"https://secwatch.observer","generated_at":"2026-06-05T07:46:15.431159+00:00","company":{"ticker":"KITT","cik":1849820,"company_name":"Nauticus Robotics, Inc."},"pagination":{"limit":100,"returned":25,"next_cursor":null},"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer","facts":[{"fact_type":"material_agreement","fact_key":"00db9852cb0f6e030e95e7683c429ac04181ff51","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-06-02T23:15:12+00:00","payload":{"action":"amendment","agreement_name":"Third Amendment to the Term Loan Agreement","agreement_type":"credit_facility","counterparty":"each Lender","effective_date":"2026-06-01","item_codes_triggered":["1.01","1.02"],"value_text":"conversion price reduced to $1.80 for period ending June 15, 2026"},"claim":"Nauticus Robotics, Inc. amended Third Amendment to the Term Loan Agreement with each Lender valued at conversion price reduced to $1.80 for period ending June 15, 2026 (effective 2026-06-01).","evidence_excerpt":"On June 1, 2026, the Company entered into a Third Amendment to the Term Loan Agreement (the “Third Amendment”) with each Lender, pursuant to which the conversion price was reduced to $1.80 for the period ending on June 15, 2026.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-26-000096","anchor_url":"https://secwatch.observer/filing/0001849820-26-000096#claim-00db9852cb0f6e030e95e7683c429ac04181ff51","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000096/0001849820-26-000096-index.htm"},{"fact_type":"debt_financing","fact_key":"df3fb5f6485eca035969a489dc9d2d8c98586ad1","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-05-13T12:15:31+00:00","payload":{"counterparty":"institutional investor","effective_date":"2026-05-12","event":"incurrence","instrument_type":"convertible_notes","interest_rate_text":"original issue discount senior secured convertible debenture","item_codes_triggered":["2.03"],"maturity_text":"September 9, 2026","principal_text":"$1,556,122.00"},"claim":"Nauticus Robotics, Inc. incurred convertible notes of $1,556,122.00 with institutional investor at original issue discount senior secured convertible debenture maturing September 9, 2026.","evidence_excerpt":"On May 12, 2026, the Company issued an Original Issue Discount Senior Secured Convertible Debenture Due 2026, in the aggregate principal amount of $1,556,122.00 (the \"Additional Note\"), to an institutional investor","confidence":0.95,"filing_url":"https://secwatch.observer/filing/0001849820-26-000081","anchor_url":"https://secwatch.observer/filing/0001849820-26-000081#claim-df3fb5f6485eca035969a489dc9d2d8c98586ad1","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000081/0001849820-26-000081-index.htm"},{"fact_type":"debt_financing","fact_key":"ea50e07d2f275ea5f17a134652099f9c97b9c78c","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-05-13T12:15:31+00:00","payload":{"counterparty":"Lenders party to the Term Loan Agreement, ATW Special Situations Management LLC","effective_date":"2026-05-11","event":"amendment","instrument_type":"term_loan","interest_rate_text":"Not restated; no change disclosed","item_codes_triggered":["2.03"],"maturity_text":"Not restated; no change disclosed","principal_text":"Not restated; no new principal amount disclosed"},"claim":"Nauticus Robotics, Inc. amended term loan of Not restated; no new principal amount disclosed with Lenders party to the Term Loan Agreement, ATW Special Situations Management LLC at Not restated; no change disclosed maturing Not restated; no change disclosed.","evidence_excerpt":"On May 11, 2026, the Company entered into a Second Amendment to the Term Loan Agreement (the \"Second Amendment\") with each Lender, pursuant to which the conversion price was reduced to $2.20 for the period ending on May 21, 2026.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-26-000081","anchor_url":"https://secwatch.observer/filing/0001849820-26-000081#claim-ea50e07d2f275ea5f17a134652099f9c97b9c78c","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000081/0001849820-26-000081-index.htm"},{"fact_type":"governance_change","fact_key":"bfe89e1efb172e823c18308497219cba6779b422","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-04-21T23:59:59+00:00","payload":{"change_type":"charter_amendment","effective_date":"2026-04-21","item_codes_triggered":["5.03"],"summary_text":"Filed certificate of amendment to effect 1-for-8 reverse stock split to meet NASDAQ bid price requirements, effective April 21, 2026."},"claim":"Nauticus Robotics, Inc.: Filed certificate of amendment to effect 1-for-8 reverse stock split to meet NASDAQ bid price requirements, effective April 21, 2026 (effective 2026-04-21).","evidence_excerpt":"On April 16, 2026, Nauticus Robotics, Inc. (the \"Company\") filed a certificate of amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the \"Certificate of Amendment\") to effect a 1-for-8 reverse stock split (the “Reverse Stock Split”) of the shares of the Company's common stock, par value $0.0001 per share on April 21, 2026.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-26-000068","anchor_url":"https://secwatch.observer/filing/0001849820-26-000068#claim-bfe89e1efb172e823c18308497219cba6779b422","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000068/0001849820-26-000068-index.htm"},{"fact_type":"governance_change","fact_key":"41cef62c796569a5f3ecab3f0f001ae84447cf21","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-04-17T23:59:59+00:00","payload":{"change_type":"charter_amendment","effective_date":"2026-04-21","item_codes_triggered":["5.03"],"summary_text":"Certificate of amendment to effect 1-for-8 reverse stock split of common stock"},"claim":"Nauticus Robotics, Inc.: Certificate of amendment to effect 1-for-8 reverse stock split of common stock (effective 2026-04-21).","evidence_excerpt":"On April 17, 2026, Nauticus Robotics, Inc. (the \"Company\") filed a certificate of amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the \"Certificate of Amendment\") to effect a 1-for-8 reverse stock split (the “Reverse Stock Split”) of the shares of the Company's common stock, par value $0.0001 per share on April 21, 2026.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-26-000057","anchor_url":"https://secwatch.observer/filing/0001849820-26-000057#claim-41cef62c796569a5f3ecab3f0f001ae84447cf21","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000057/0001849820-26-000057-index.htm"},{"fact_type":"debt_financing","fact_key":"d191dbe339e00bfab1f94fc9d936c612b9540500","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-03-11T23:59:59+00:00","payload":{"counterparty":"an institutional investor","effective_date":"2026-03-10","event":"incurrence","instrument_type":"convertible_notes","interest_rate_text":null,"item_codes_triggered":["2.03"],"maturity_text":"September 9, 2026","principal_text":"$1,020,408.00"},"claim":"Nauticus Robotics, Inc. incurred convertible notes of $1,020,408.00 with an institutional investor maturing September 9, 2026.","evidence_excerpt":"On March 10, 2026, the Company issued an Original Issue Discount Senior Secured Convertible Debenture Due 2026, in the aggregate principal amount of $1,020,408.00 (the “Additional Note”), to an institutional investor (\"Investor\"), which is convertible into 1,717,281 shares of common stock of the Company calculated at a conversion price of $0.5942.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-26-000023","anchor_url":"https://secwatch.observer/filing/0001849820-26-000023#claim-d191dbe339e00bfab1f94fc9d936c612b9540500","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000023/0001849820-26-000023-index.htm"},{"fact_type":"governance_change","fact_key":"b88de8a915f80cc546e9cafb9d92cd9ef00054e3","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-02-09T23:59:59+00:00","payload":{"change_type":"fiscal_year_change","effective_date":null,"item_codes_triggered":["5.03"],"summary_text":"Incorporated by reference to Certificate of Designation; no substantive description of amendment provided."},"claim":"Nauticus Robotics, Inc.: Incorporated by reference to Certificate of Designation; no substantive description of amendment provided.","evidence_excerpt":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information set forth in Item 1.01 related to the Certificate of Designation and Exhibit 3.1 are incorporated by reference herein.","confidence":0.4,"filing_url":"https://secwatch.observer/filing/0001849820-26-000007","anchor_url":"https://secwatch.observer/filing/0001849820-26-000007#claim-b88de8a915f80cc546e9cafb9d92cd9ef00054e3","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000007/0001849820-26-000007-index.htm"},{"fact_type":"debt_financing","fact_key":"700befdaded726b8c7d44c5b63ffd899fa1ebfe9","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-02-09T23:59:59+00:00","payload":{"counterparty":"an institutional investor","effective_date":"2026-02-09","event":"incurrence","instrument_type":"convertible_notes","interest_rate_text":null,"item_codes_triggered":["2.03"],"maturity_text":"September 9, 2026","principal_text":"aggregate principal amount of $2,000,000.00"},"claim":"Nauticus Robotics, Inc. incurred convertible notes of aggregate principal amount of $2,000,000.00 with an institutional investor maturing September 9, 2026.","evidence_excerpt":"On February 9, 2026, the Company issued an Original Issue Discount Senior Secured Convertible Debenture Due 2026, in the aggregate principal amount of $2,000,000.00 (the “Additional Note”), to an institutional investor (\"Investor\"), which is convertible into 3,365,871 shares of common stock of the Company calculated at a conversion price of $0.5942.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-26-000007","anchor_url":"https://secwatch.observer/filing/0001849820-26-000007#claim-700befdaded726b8c7d44c5b63ffd899fa1ebfe9","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000007/0001849820-26-000007-index.htm"},{"fact_type":"material_agreement","fact_key":"e46ff3ac010556c8fd202cf681e471491dec7e88","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2026-02-09T23:59:59+00:00","payload":{"action":"entry","agreement_name":"Securities Purchase Agreement","agreement_type":"equity_purchase","counterparty":"Master Investment Group","effective_date":"2026-02-06","item_codes_triggered":["1.01"],"value_text":"up to $3,000,000"},"claim":"Nauticus Robotics, Inc. entered into Securities Purchase Agreement with Master Investment Group valued at up to $3,000,000 (effective 2026-02-06).","evidence_excerpt":"On February 6, 2026, Nauticus Robotics, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) and a registration rights agreement (the “Registration Rights Agreement”) with Master Investment Group (“Investor”), pursuant to which the Company agreed to issue and sell in a private offering to Investor, (1) certain shares of Series D Convertible Preferred Stock (the “Initial Preferred Shares”) of the Company, $0.0001 par value (the “Series D Preferred Stock”) for an aggregate purchase price of up to $3,000,000 and may issue additional shares of Series D Preferred Stock valued at up to $47,000,000 and (2) certain common stock purchase warrants (the “Warrants”) to purchase up to a number of shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), equal to 30% of the aggregate purchase price (the “Preferred Offering”).","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-26-000007","anchor_url":"https://secwatch.observer/filing/0001849820-26-000007#claim-e46ff3ac010556c8fd202cf681e471491dec7e88","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000007/0001849820-26-000007-index.htm"},{"fact_type":"auditor_change","fact_key":"89cb480e450cbb8f42c030d72b91b0a49f965f86","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-12-23T23:59:59+00:00","payload":{"action":"dismissal","auditor_name":"Whitley Penn LLP","disagreement_text":null,"effective_date":"2025-12-19","item_codes_triggered":["4.01"],"non_reliance_signal":"none","successor_auditor_name":"Withum, Smith & Brown P.C."},"claim":"Nauticus Robotics, Inc. dismissed Whitley Penn LLP as its auditor.","evidence_excerpt":"The Committee invited several public accounting firms to participate in this process, including Whitley Penn LLP (“Whitley Penn”), the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2024. The Company notified Whitley Penn that it would be dismissed as the Company’s independent registered public accounting firm on December 19, 2025.","confidence":0.99,"filing_url":"https://secwatch.observer/filing/0001849820-25-000318","anchor_url":"https://secwatch.observer/filing/0001849820-25-000318#claim-89cb480e450cbb8f42c030d72b91b0a49f965f86","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000318/0001849820-25-000318-index.htm"},{"fact_type":"auditor_change","fact_key":"c606bb78356b60e69315eecc8ecfd05f17a9fa3c","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-12-23T23:59:59+00:00","payload":{"action":"engagement","auditor_name":"Withum, Smith & Brown P.C.","disagreement_text":null,"effective_date":"2025-12-22","item_codes_triggered":["4.01"],"non_reliance_signal":"none","successor_auditor_name":null},"claim":"Nauticus Robotics, Inc. engaged Withum, Smith & Brown P.C. as its auditor.","evidence_excerpt":"(b) On December 19, 2025, the Committee approved the appointment of Withum, Smith & Brown P.C. (“Withum”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, subject to completion of its standard client acceptance procedures and execution of an engagement letter.","confidence":0.99,"filing_url":"https://secwatch.observer/filing/0001849820-25-000318","anchor_url":"https://secwatch.observer/filing/0001849820-25-000318#claim-c606bb78356b60e69315eecc8ecfd05f17a9fa3c","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000318/0001849820-25-000318-index.htm"},{"fact_type":"governance_change","fact_key":"95ffe3f02bfe7efcbdce781b53ab723501e8bbae","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-12-09T23:59:59+00:00","payload":{"change_type":"charter_amendment","effective_date":"2025-12-03","item_codes_triggered":["5.03"],"summary_text":"Filed Certificate of Designation for Series C Convertible Preferred Stock to create a new series of preferred stock in connection with exchange agreements with institutional investors."},"claim":"Nauticus Robotics, Inc.: Filed Certificate of Designation for Series C Convertible Preferred Stock to create a new series of preferred stock in connection with exchange agreements with institutional investors (effective 2025-12-03).","evidence_excerpt":"On December 3, 2025, the Company filed a certificate of designations with respect to the Series C Preferred Stock with the Secretary of State of the State of Delaware, and the Company and three (3) institutional investors closed the Exchange.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-25-000304","anchor_url":"https://secwatch.observer/filing/0001849820-25-000304#claim-95ffe3f02bfe7efcbdce781b53ab723501e8bbae","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000304/0001849820-25-000304-index.htm"},{"fact_type":"exchange_compliance_notice","fact_key":"703758d04e90f1c0bf606b304937946ab9e043ff","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-10-22T23:59:59+00:00","payload":{"company_response":null,"compliance_status":"deficient","cure_deadline":null,"deficiency_type":"stockholders_equity","delisting_effective_date":null,"exchange":"nasdaq","hearing_date":null,"immediate_listing_effect":null,"minimum_requirement":null,"notice_date":"2025-10-16","notice_type":"deficiency_notice","plan_due_date":null,"raw_rule_text":"Nasdaq Listing Rule 5550(b)(1)","reported_value":null,"rule_numbers":["5550(b)(1)"],"rules_cited_in_text":true},"claim":"Nauticus Robotics, Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).","evidence_excerpt":"October 16, 2025, Nauticus Robotics, Inc. (the “Company”) received a deficiency letter (the “Deficiency Letter”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive trading days, the market value of the Company’s listed securities had been below the minimum $35,000,000 requirement for continued listing on The Nasdaq Capital Market, pursuant to Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”). The Company also did not meet the alternative equity requirement under Nasdaq Listing Rul","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-25-000246","anchor_url":"https://secwatch.observer/filing/0001849820-25-000246#claim-703758d04e90f1c0bf606b304937946ab9e043ff","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000246/0001849820-25-000246-index.htm"},{"fact_type":"exchange_compliance_notice","fact_key":"1a655a3c57420b3ffea768dc89b60cba0adf90e6","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-10-22T23:59:59+00:00","payload":{"company_response":null,"compliance_status":"deficient","cure_deadline":null,"deficiency_type":"market_value","delisting_effective_date":null,"exchange":"nasdaq","hearing_date":null,"immediate_listing_effect":null,"minimum_requirement":"35000000","notice_date":"2025-10-16","notice_type":"deficiency_notice","plan_due_date":null,"raw_rule_text":"Nasdaq Listing Rule 5550(b)(2)","reported_value":null,"rule_numbers":["5550(b)(2)"],"rules_cited_in_text":true},"claim":"Nauticus Robotics, Inc. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2)).","evidence_excerpt":"October 16, 2025, Nauticus Robotics, Inc. (the “Company”) received a deficiency letter (the “Deficiency Letter”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive trading days, the market value of the Company’s listed securities had been below the minimum $35,000,000 requirement for continued listing on The Nasdaq Capital Market, pursuant to Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”). The Company also did not meet the alternative equity requirement under Nasdaq Listing Rul","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-25-000246","anchor_url":"https://secwatch.observer/filing/0001849820-25-000246#claim-1a655a3c57420b3ffea768dc89b60cba0adf90e6","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000246/0001849820-25-000246-index.htm"},{"fact_type":"governance_change","fact_key":"8b950473eed61b5b54805cdc6c93a919f18c7a5a","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-09-02T23:59:59+00:00","payload":{"change_type":"charter_amendment","effective_date":"2025-09-05","item_codes_triggered":["5.03"],"summary_text":"A certificate of amendment to the Second Amended and Restated Certificate of Incorporation was filed to effect a 1-for-9 reverse stock split of common stock, effective September 5, 2025, to meet Nasdaq bid price requirements."},"claim":"Nauticus Robotics, Inc.: A certificate of amendment to the Second Amended and Restated Certificate of Incorporation was filed to effect a 1-for-9 reverse stock split of common stock, effective September 5, 2025, to meet Nasdaq bid price requirements (effective 2025-09-05).","evidence_excerpt":"On September 2, 2025, Nauticus Robotics, Inc. (the \"Company\") filed a certificate of amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the \"Certificate of Amendment\") to effect a 1-for-9 reverse stock split of the shares of the Company's common stock, par value $0.0001 per share on September 5, 2025.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-25-000227","anchor_url":"https://secwatch.observer/filing/0001849820-25-000227#claim-8b950473eed61b5b54805cdc6c93a919f18c7a5a","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000227/0001849820-25-000227-index.htm"},{"fact_type":"governance_change","fact_key":"769df4fb9407a07acbb557249d9ae30d95cc6fe3","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-08-19T23:59:59+00:00","payload":{"change_type":"bylaw_amendment","effective_date":"2025-08-15","item_codes_triggered":["5.03"],"summary_text":"Reduced quorum for stockholder meetings to one-third of voting power"},"claim":"Nauticus Robotics, Inc.: Reduced quorum for stockholder meetings to one-third of voting power (effective 2025-08-15).","evidence_excerpt":"On August 15, 2025, the Board of Directors of Nauticus Robotics, Inc. (the “Company”) approved an amendment to the Company’s Amended and Restated By-laws (“Amendment No. 1 to the Amended and Restated By-laws”) to reduce the quorum needed for all meetings of stockholders to one-third (33.33%) of the Company’s voting power of the issued and outstanding shares of capital stock of the Company entitled to vote at the meeting, present in person or represented by proxy.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-25-000214","anchor_url":"https://secwatch.observer/filing/0001849820-25-000214#claim-769df4fb9407a07acbb557249d9ae30d95cc6fe3","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000214/0001849820-25-000214-index.htm"},{"fact_type":"governance_change","fact_key":"e21cd19cc2d50a747c28c23b2d4cb2ecf0278593","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-08-11T23:59:59+00:00","payload":{"change_type":"charter_amendment","effective_date":"2025-08-07","item_codes_triggered":["5.03"],"summary_text":"Filed Certificate of Designation for Series B Convertible Preferred Stock, establishing rights and preferences including conversion price, dividend, redemption terms, and no voting rights."},"claim":"Nauticus Robotics, Inc.: Filed Certificate of Designation for Series B Convertible Preferred Stock, establishing rights and preferences including conversion price, dividend, redemption terms, and no voting rights (effective 2025-08-07).","evidence_excerpt":"On August 7, 2025, the Company filed with the Secretary of State of the State of Delaware the Certificate of Designations of Rights and Preferences of the Series B Convertible Preferred Stock of the Company attached hereto as Exhibit 3.1 (the “Series B Certificate of Designation”) and designated 50,000 shares of Series B Preferred Stock.","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-25-000209","anchor_url":"https://secwatch.observer/filing/0001849820-25-000209#claim-e21cd19cc2d50a747c28c23b2d4cb2ecf0278593","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000209/0001849820-25-000209-index.htm"},{"fact_type":"governance_change","fact_key":"567630466a7c69a8c549133abea5cffd16c89b58","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2025-08-07T23:59:59+00:00","payload":{"change_type":"fiscal_year_change","effective_date":null,"item_codes_triggered":["5.03"],"summary_text":null},"claim":"Nauticus Robotics, Inc. reported a fiscal year change.","evidence_excerpt":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information set forth in Item 1.01 related to the Certificate of Designation and Exhibit 3.1 are incorporated by reference herein.","confidence":0.4,"filing_url":"https://secwatch.observer/filing/0001849820-25-000191","anchor_url":"https://secwatch.observer/filing/0001849820-25-000191#claim-567630466a7c69a8c549133abea5cffd16c89b58","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982025000191/0001849820-25-000191-index.htm"},{"fact_type":"executive_change","fact_key":"4df7a367a9","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2024-08-02T23:59:59+00:00","payload":{"action":"resigned","action_category":"departure","departure_tone":"routine","effective_date":"2024-08-16","interim":false,"role":"General Counsel","role_category":"general_counsel","successor_name":null,"successor_named":false},"claim":"Nicholas J. Bigney resigned as General Counsel at Nauticus Robotics, Inc..","evidence_excerpt":"On July 29, 2024, Nicholas J. Bigney, General Counsel of Nauticus Robotics, Inc., (\"Nauticus\") informed the Nauticus of his intention to resign from his position to accept a position with a different company.","confidence":0.95,"filing_url":"https://secwatch.observer/filing/0001849820-24-000196","anchor_url":"https://secwatch.observer/filing/0001849820-24-000196#claim-4df7a367a9","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982024000196/0001849820-24-000196-index.htm"},{"fact_type":"earnings_release","fact_key":"6239fed4a6f7f072a3fdbc9315d02291771c201e","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2024-05-14T23:59:59+00:00","payload":{"eps_text":"$0.01 per basic earnings per share","guidance_signal":"none","item_codes_triggered":["2.02"],"net_income_text":"$0.4 million","period_text":"quarter ended March 31, 2024","report_date":"2024-05-13","result_type":"reported_results","revenue_text":"$0.5 million"},"claim":"Nauticus Robotics, Inc. reported quarter ended March 31, 2024 results: revenue $0.5 million, net income $0.4 million, EPS $0.01 per basic earnings per share.","evidence_excerpt":"is increasing enterprise value though the commercialization of complex software platforms. Financial Results Exhibit 99.1 • Revenue: Nauticus reported first-quarter revenue of $0.5 million, compared to $2.8 million for the prior-year period and $1.1 million for the prior quarter. Q1 marks the first time that Nauticus has recognized revenue from commercial sources,","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-24-000114","anchor_url":"https://secwatch.observer/filing/0001849820-24-000114#claim-6239fed4a6f7f072a3fdbc9315d02291771c201e","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982024000114/0001849820-24-000114-index.htm"},{"fact_type":"debt_financing","fact_key":"08adda505d7df8942688814cb9a2a6929dff4416","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2024-05-01T23:59:59+00:00","payload":{"counterparty":"ATW Special Situation III LLC","effective_date":"2024-05-01","event":"incurrence","instrument_type":"term_loan","interest_rate_text":null,"item_codes_triggered":["2.03"],"maturity_text":"30th anniversary of the date of the Term Loan Agreement","principal_text":"$1,000,000"},"claim":"Nauticus Robotics, Inc. incurred term loan of $1,000,000 with ATW Special Situation III LLC maturing 30th anniversary of the date of the Term Loan Agreement.","evidence_excerpt":"ATW Special Situation III LLC, one of the lenders under the Term Loan Agreement, will loan an additional $1,000,000 (the \"Incremental Loan\") to the Company","confidence":0.9,"filing_url":"https://secwatch.observer/filing/0001849820-24-000085","anchor_url":"https://secwatch.observer/filing/0001849820-24-000085#claim-08adda505d7df8942688814cb9a2a6929dff4416","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982024000085/0001849820-24-000085-index.htm"},{"fact_type":"executive_change","fact_key":"9a38c8abdc","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2024-04-22T23:59:59+00:00","payload":{"action":"resigned","action_category":"departure","departure_tone":"routine","effective_date":null,"interim":false,"role":"Director and Chair of the Nominating and Corporate Governance Committee","role_category":"director","successor_name":null,"successor_named":false},"claim":"VAdm. Joseph R. Dyer resigned as Director and Chair of the Nominating and Corporate Governance Committee at Nauticus Robotics, Inc..","evidence_excerpt":"Also on April 16, 2024, VAdm. Joseph R. Dyer, a member of the Board, notified the Board that he does not wish to stand for reelection at the Meeting.","confidence":0.95,"filing_url":"https://secwatch.observer/filing/0001849820-24-000060","anchor_url":"https://secwatch.observer/filing/0001849820-24-000060#claim-9a38c8abdc","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982024000060/0001849820-24-000060-index.htm"},{"fact_type":"executive_change","fact_key":"46ece0a1ed","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2024-04-22T23:59:59+00:00","payload":{"action":"resigned","action_category":"departure","departure_tone":"routine","effective_date":null,"interim":false,"role":"Director and Chair of the Board","role_category":"director","successor_name":null,"successor_named":false},"claim":"Dr. Lisa Porter resigned as Director and Chair of the Board at Nauticus Robotics, Inc..","evidence_excerpt":"On April 16, 2024, Dr. Lisa Porter, a member of the board of directors (the \"Board\") of Nauticus Robotics, Inc. (the \"Company\"), notified the Board that she does not wish to stand for reelection at the 2024 annual meeting of stockholders of the Company (the \"Meeting\").","confidence":0.95,"filing_url":"https://secwatch.observer/filing/0001849820-24-000060","anchor_url":"https://secwatch.observer/filing/0001849820-24-000060#claim-46ece0a1ed","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982024000060/0001849820-24-000060-index.htm"},{"fact_type":"earnings_release","fact_key":"81a0a213e72e5411879e257a4cd499cb42085d85","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2024-04-10T23:59:59+00:00","payload":{"eps_text":null,"guidance_signal":"initiated","item_codes_triggered":["2.02"],"net_income_text":"$50.7 million","period_text":"the year ended December 31, 2023","report_date":"2024-04-09","result_type":"reported_results","revenue_text":"$6.6 million"},"claim":"Nauticus Robotics, Inc. reported the year ended December 31, 2023 results: revenue $6.6 million, net income $50.7 million. Guidance initiated.","evidence_excerpt":"Revenue: Nauticus reported fourth quarter revenue of $1.1 million and full year revenue of $6.6 million, compared to $3.2 million and $11.4 million for the prior-year periods. • Operating Expenses: Total expenses during the fourth quarter were $35.3 million, a $24.9 million increase from the prior-year period. Expenses for the year were $61.7 million, a $31.2 million increase from 2022. • Impairment Charges: In the fourth quarter of 2023, Nauticus reported an impairment charge for property plant and equipment of $25.3 million compared to $0 in 2022. • Net Loss: For the fourth quarter, Nauticus recorded a net loss of $39.5 million, or $1.23 per diluted share. This compares with $8.2 million from the same period in 2022. Full year 2023 net loss was $50.7 million compared to $33.2 million for full year 2022.","confidence":0.95,"filing_url":"https://secwatch.observer/filing/0001849820-24-000030","anchor_url":"https://secwatch.observer/filing/0001849820-24-000030#claim-81a0a213e72e5411879e257a4cd499cb42085d85","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982024000030/0001849820-24-000030-index.htm"},{"fact_type":"earnings_release","fact_key":"1d8c75382fe06ba2bb2e80200045120d5b23a581","cik":1849820,"ticker":"KITT","company_name":"Nauticus Robotics, Inc.","filed_at":"2024-04-10T23:59:59+00:00","payload":{"eps_text":"$1.23 per diluted share","guidance_signal":"initiated","item_codes_triggered":["2.02"],"net_income_text":"$39.5 million","period_text":"the quarter ended December 31, 2023","report_date":"2024-04-09","result_type":"reported_results","revenue_text":"$1.1 million"},"claim":"Nauticus Robotics, Inc. reported the quarter ended December 31, 2023 results: revenue $1.1 million, net income $39.5 million, EPS $1.23 per diluted share. Guidance initiated.","evidence_excerpt":"Revenue: Nauticus reported fourth quarter revenue of $1.1 million and full year revenue of $6.6 million, compared to $3.2 million and $11.4 million for the prior-year periods. • Operating Expenses: Total expenses during the fourth quarter were $35.3 million, a $24.9 million increase from the prior-year period. Expenses for the year were $61.7 million, a $31.2 million increase from 2022. • Impairment Charges: In the fourth quarter of 2023, Nauticus reported an impairment charge for property plant and equipment of $25.3 million compared to $0 in 2022. • Net Loss: For the fourth quarter, Nauticus recorded a net loss of $39.5 million, or $1.23 per diluted share. This compares with $8.2 million from the same period in 2022. Full year 2023 net loss was $50.7 million compared to $33.2 million for full year 2022.","confidence":0.95,"filing_url":"https://secwatch.observer/filing/0001849820-24-000030","anchor_url":"https://secwatch.observer/filing/0001849820-24-000030#claim-1d8c75382fe06ba2bb2e80200045120d5b23a581","edgar_index_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982024000030/0001849820-24-000030-index.htm"}]}