STOCK TITAN

Nauticus Robotics (KITT) director converts RSUs into common stock holdings

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Nauticus Robotics, Inc. director William Flores exercised 2,522 Restricted Stock Units, converting them into 2,522 shares of common stock on May 27, 2026 under the company’s 2022 Omnibus Incentive Plan. Following this equity settlement, he directly holds 4,335 common shares, adjusted for a 1-for-36 reverse stock split effective April 21, 2026.

Positive

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Insider FLORES WILLIAM
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Unit F2, F1, F3 2,522 $0.00 $0.00
Grant/Award Common Stock F1 2,522 $0.00 $0.00
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 4,335 shares (Direct)
Footnotes (3)
  1. F1. Adjusted to reflect 1 for 36 reverse stock split on April 21, 2026
  2. F2. Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock, and vesting generally is subject to the reporting person remaining an employee or director of the Company, its affiliates or subsidiaries.
  3. F3. The RSUs vest on the earlier of (i) May 27, 2026, or (ii) the date immediately preceding the Company's 2026 annual meeting of stockholders.
RSUs Exercised 2,522 units Restricted Stock Units converted into common stock on May 27, 2026
Common Shares Acquired 2,522 shares Shares of common stock received upon RSU exercise on May 27, 2026
Shares Held After Transaction 4,335 shares Direct common stock holdings of William Flores following the equity settlement
Reverse Stock Split Ratio 1-for-36 Reverse stock split effective April 21, 2026, applied to reported share amounts
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
1 for 36 reverse stock split financial
"Adjusted to reflect 1 for 36 reverse stock split on April 21, 2026"
2022 Omnibus Incentive Plan financial
"Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan"

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FAQ

What insider transaction did William Flores report for Nauticus Robotics (KITT)?

William Flores reported exercising 2,522 Restricted Stock Units, which converted into 2,522 shares of common stock on May 27, 2026. The transaction reflects an equity award settlement under the company’s 2022 Omnibus Incentive Plan rather than an open-market purchase or sale.

How many Nauticus Robotics (KITT) shares does William Flores hold after this transaction?

After the reported transactions, William Flores directly holds 4,335 shares of common stock of Nauticus Robotics. This post-transaction balance already incorporates the company’s 1-for-36 reverse stock split that became effective on April 21, 2026, as noted in the disclosure’s footnotes.

How many Restricted Stock Units were settled in William Flores’s Nauticus Robotics (KITT) award?

The disclosure shows 2,522 Restricted Stock Units (RSUs) were exercised or converted into an equal number of 2,522 common shares. Each RSU represented a contingent right to one share of common stock under the 2022 Omnibus Incentive Plan, subject to service-based vesting conditions.

What is the vesting schedule of William Flores’s RSUs at Nauticus Robotics (KITT)?

The RSUs are described as vesting on the earlier of May 27, 2026, or the date immediately preceding Nauticus Robotics’ 2026 annual meeting of stockholders. Vesting generally requires that Flores remain an employee or director of the company, its affiliates, or subsidiaries through that vesting date.

How did Nauticus Robotics (KITT) account for its reverse stock split in this insider transaction?

All reported share amounts are adjusted for a 1-for-36 reverse stock split effective April 21, 2026. A footnote explains that the RSU and share figures were restated to reflect this reverse split, so the 2,522 RSUs and resulting shares are post-split numbers.

Were William Flores’s Nauticus Robotics (KITT) transactions under a Rule 10b5-1 plan?

The disclosure’s Rule 10b5-1 checkbox is not marked as affirmative, and the accompanying footnotes describe equity award terms and vesting conditions only. There is no indication in this report that the transactions occurred under a pre-arranged Rule 10b5-1 trading plan.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
FLORES WILLIAM

(Last)(First)(Middle)
17146 FEATHERCRAFT LANE
SUITE 450

(Street)
WEBSTER TEXAS 77598

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Nauticus Robotics, Inc. [ KITT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock05/27/202605/27/2026A2,522(1)A$04,335D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(2)05/27/202605/27/2026M2,522(1) (3) (3)Common Stock2,522$00D
Explanation of Responses:
1. Adjusted to reflect 1 for 36 reverse stock split on April 21, 2026
2. Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock, and vesting generally is subject to the reporting person remaining an employee or director of the Company, its affiliates or subsidiaries.
3. The RSUs vest on the earlier of (i) May 27, 2026, or (ii) the date immediately preceding the Company's 2026 annual meeting of stockholders.
/s/ Michael A. Ferrier07/31/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)