8-K
filed May 27, 2026, 4:27 PM ET
ticker KITT
CIK 0001849820
other material
confidence high
sentiment neutral
materiality 0.50
Nauticus Robotics shareholders elect directors, authorize reverse split, fail to increase authorized shares
Nauticus Robotics, Inc.
- Elected Dr. Jim Bellingham and Dr. Adam Sharkawy as Class I directors with 2.58M and 2.56M votes for, respectively.
- Ratified WithumSmith+Brown as independent accounting firm for 2026 with 10.82M votes for.
- Authorized reverse stock split at ratio between 1:5 and 1:250, with 8.26M votes for.
- Approved amendment to 2022 Omnibus Incentive Plan increasing available shares to 6 million.
- Proposal to increase authorized shares from 625M to 1.5B failed; 8.26M for but not majority of 34.9M outstanding.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Nauticus Robotics, Inc. shareholders approved Approval of a proposal to adjourn the Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, one or more of the other proposals to be voted on at the Meetin at the 2026-05-27 meeting.
- Outcome
- passed
- Meeting
- 2026-05-27
Exact text from the filing
Proposal 6: Approval of a proposal to adjourn the Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, one or more of the other proposals to be voted on at the Meeting. For Against Abstain 8,923,833 3,129,150 375,675
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Nauticus Robotics, Inc. shareholders approved Ratification of the appointment of WithumSmith + Brown as the Company's independent registered accounting firm for 2026 at the 2026-05-27 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-05-27
Exact text from the filing
Proposal 2: Ratification of the appointment of WithumSmith + Brown as the Company’s independent registered accounting firm for 2026. For Against Abstain 10,819,830 1,529,990 78,838
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Nauticus Robotics, Inc. shareholders approved Election of two Class I Directors, to serve until the 2029 Annual Meeting of Shareholders at the 2026-05-27 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-05-27
Exact text from the filing
Proposal 1: Election of two Class I Directors, to serve until the 2029 Annual Meeting of Shareholders. Nominee For Withheld Broker Non-Votes Jim Bellingham 2,584,928 423,141 9,420,589 Adam Sharkawy 2,564,737 443,332 9,420,589
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Nauticus Robotics, Inc. shareholders approved Approval of an amendment to the Company's 2022 Omnibus Incentive Plan to increase the number of available shares to 6,000,000 at the 2026-05-27 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-05-27
Exact text from the filing
Proposal 5: Approval of an amendment to the Company’s 2022 Omnibus Incentive Plan to increase the number of available shares to 6,000,000. For Against Abstain Broker Non-Votes 1,912,375 999,547 96,147 9,420,589
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Nauticus Robotics, Inc. shareholders rejected Approval of a proposal to approve the increase in the number of shares of authorized Common Stock from 625,000,000 to 1,500,000,000 at the 2026-05-27 meeting.
- Proposal
- charter amendment
- Outcome
- failed
- Meeting
- 2026-05-27
Exact text from the filing
Proposal 4: Approval of a proposal to approve the increase in the number of shares of authorized Common Stock from 625,000,000 to 1,500,000,000. For Against Abstain 8,259,900 3,940,828 227,930
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Nauticus Robotics, Inc. shareholders approved Approval of a proposal authorizing the Board of Directors of the Company to enact one or more reverse splits of its shares at a ratio between one to 5 and one to 250 in the Board's discretion at the 2026-05-27 meeting.
- Proposal
- reverse split
- Outcome
- passed
- Meeting
- 2026-05-27
Exact text from the filing
Proposal 3: Approval of a proposal authorizing the Board of Directors of the Company to enact one or more reverse splits of its shares at a ratio between one to 5 and one to 250 in the Board’s discretion. For Against Abstain 8,257,578 4,054,838 116,242
View on SEC.gov
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