--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-24-001586" form_type: "8-K" ticker: "KITT" cik: "0001849820" company_name: "Nauticus Robotics, Inc." filed_at: "2024-01-05T23:59:59+00:00" generated_at: "2026-06-07T03:26:48.813936+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Nauticus Robotics: CEO/COO depart, furloughs 14, obtains $695K loan, warrants adjusted to $0.0001 ## Summary - Entered First Amendment to Term Loan for incremental $695,000 loan on same terms as prior loan. - CEO Nicolaus Radford and COO Donnelly Bohan departed Jan 4, 2024; termed "terminations without cause". - Board appointed John W. Gibson Jr. as Interim CEO and President; he had been President and director since Sept 2022. - Company furloughed 14 employees Jan 4, 2024; no salary during furlough; duration uncertain. - Board reduced to seven directors; Investor Warrant exercise price adjusted to $0.0001; aggregate issuable shares reduced by 1.5M. ## SEC filing metadata - accession: 0001213900-24-001586 - form_type: 8-K - ticker: KITT - cik: 0001849820 - company_name: Nauticus Robotics, Inc. - filed_at: 2024-01-05T23:59:59+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 2.03, 3.02, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/ea191234-8k425_nauticus.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-24-001586 - JSON: https://secwatch.observer/filing/0001213900-24-001586.json - Plain text: https://secwatch.observer/filing/0001213900-24-001586.txt ## Key facts - Executive change Nicolaus Radford departed as Chief Executive Officer at Nauticus Robotics, Inc.. - Action: departed - Role: Chief Executive Officer source text: On January 4, 2024, Nicolaus Radford, the Company’s Chief Executive Officer, departed the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm - Executive change Donnelly Bohan departed as Chief Operating Officer at Nauticus Robotics, Inc.. - Action: departed - Role: Chief Operating Officer source text: Also on January 4, 2024, Donnelly Bohan, the Company’s Chief Operating Officer, departed the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm - Executive change John W. Gibson Jr. was appointed as Interim Chief Executive Officer and President at Nauticus Robotics, Inc.. - Action: appointed - Role: Interim Chief Executive Officer and President source text: On January 4, 2024, the Board appointed John W. Gibson, Jr. as the Interim Chief Executive Officer and President of the Company, and designated Mr. Gibson as the “principal executive officer.” evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm - Executive change Nicolaus Radford resigned as Director at Nauticus Robotics, Inc.. - Action: resigned - Role: Director source text: Pursuant to Mr. Radford’s employment agreement, Mr. Radford was also deemed to have resigned from the Board of Directors of the Company (the “Board”) contemporaneous with his departure from the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm - Material Agreements Nauticus Robotics, Inc. entered into First Amendment to Senior Secured Term Loan Agreement with ATW Special Situations II LLC valued at $695,000 (effective 2023-12-31). - Action: entry - Agreement: credit facility - Counterparty: ATW Special Situations II LLC - Value: $695,000 - Effective: 2023-12-31 source text: First Amendment to Term Loan Agreement On December 31, 2023, Nauticus Robotics, Inc., a Delaware corporation (the “Company”), entered into a First Amendment to Senior Secured Term Loan Agreement, dated as of December 31, 2023 (the “First Amendment”), by and among the Company, the subsidiary guarantors (as defined in the First Amendment) and ATW Special Situations II LLC (“ATW II”), a Delaware limited liability company, which amended that certain Senior Secured Term Loan agreement dated as of September 18, 2023 evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm - Material Agreements Nauticus Robotics, Inc. entered into Securities Purchase Agreement with ATW Special Situations I LLC valued at $5,000 (effective 2023-12-31). - Action: entry - Agreement: equity purchase - Counterparty: ATW Special Situations I LLC - Value: $5,000 - Effective: 2023-12-31 source text: Common Stock PIPE Securities Purchase Agreement On December 31, 2023, the Company and ATW Special Situations I LLC, as the purchaser, entered into a Securities Purchase Agreement (the “PIPE SPA”), pursuant to which the purchaser agreed to purchase up to an aggregate of $5,000 of the shares of common stock evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm - Material Agreements Nauticus Robotics, Inc. entered into Nauticus Second Lien Restructuring Agreement with Investors (effective 2023-12-31). - Action: entry - Agreement: equity purchase - Counterparty: Investors - Effective: 2023-12-31 source text: Second Lien Restructuring Agreement In connection with the entry into, and as a condition precedent to the closing of the December 2023 Incremental Loan under the First Amendment, on December 31, 2023, the Company, Nauticus Robotics Holdings, Inc., a Texas corporation (“Nauticus Sub”), other debtor parties joined to the Pledge and Security Agreement from time to time, and the Investors in its capacity as a holder of the Investor Warrant issued pursuant to the Securities Purchase Agreement (as defined below), entered into the Nauticus Second Lien Restructuring Agreement (the “Second Lien Restructuring Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024001586/0001213900-24-001586-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.