Nauticus Robotics exchanges remaining debentures into Series A Preferred; $1,000 stated value, $1.23 conversion price

Nauticus Robotics, Inc.

Filed Certificate of Designation for 40,000 shares of Series A Convertible Preferred Stock with $1,000 stated value per share.
Series A Preferred carries 5% dividend on an as-if-converted basis, no voting rights.
Holders may convert at fixed price $1.23 per share or an alternate conversion price upon triggering events.
Company may redeem all outstanding Series A Preferred at a 25% premium to the greater of conversion amount or underlying equity value.
Exchange executed under Section 3(a)(9) exemption; reduces debt from existing convertible debentures.

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