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Nauticus Robotics, Inc. reported very limited Q1 2026 revenue of $159,575 and a net loss of $9,266,081, showing the business is still in an early, cash‑consuming stage. Cash and cash equivalents were $5,285,230, while net cash used in operating activities was $7,005,769.
Total assets were $40,209,438 against total liabilities of $35,962,203, leaving stockholders’ equity of $4,247,235. Management states there is substantial doubt about the company’s ability to continue as a going concern over the next twelve months, given recurring losses, high debt and the need to raise additional capital.
The company relies on an at‑the‑market share offering program and convertible debentures and term loans, many held by related parties, to fund operations. Common stock underwent 1‑for‑9 and 1‑for‑8 reverse splits to maintain Nasdaq listing requirements, and revenue remains highly concentrated in a small number of customers.
Nauticus Robotics, Inc. reported very limited Q1 2026 revenue of $159,575 and a net loss of $9,266,081, showing the business is still in an early, cash‑consuming stage. Cash and cash equivalents were $5,285,230, while net cash used in operating activities was $7,005,769.
Total assets were $40,209,438 against total liabilities of $35,962,203, leaving stockholders’ equity of $4,247,235. Management states there is substantial doubt about the company’s ability to continue as a going concern over the next twelve months, given recurring losses, high debt and the need to raise additional capital.
The company relies on an at‑the‑market share offering program and convertible debentures and term loans, many held by related parties, to fund operations. Common stock underwent 1‑for‑9 and 1‑for‑8 reverse splits to maintain Nasdaq listing requirements, and revenue remains highly concentrated in a small number of customers.
Nauticus Robotics, Inc. is registering up to 103,741,100 shares of common stock for resale by a single selling stockholder under an equity purchase facility. These include up to 103,734,439 shares that may be issued over time under a $250 million Equity Purchase Facility Agreement and 6,661 shares already issued as a $100,000 commitment fee.
The company is not selling shares directly in this prospectus and will not receive proceeds from the stockholder’s resales, but can raise up to $250 million by selling newly issued shares to the stockholder at prices linked to market trading. Common shares outstanding were 5,002,925 as of May 11, 2026, and could rise to 108,744,025 if all facility shares are issued at an assumed price of $2.41. The facility is subject to a 9.99% beneficial ownership cap and Nasdaq rules. Nauticus develops autonomous subsea robotic systems serving offshore energy and defense markets.
Nauticus Robotics, Inc. is registering up to 103,741,100 shares of common stock for resale by a single selling stockholder under an equity purchase facility. These include up to 103,734,439 shares that may be issued over time under a $250 million Equity Purchase Facility Agreement and 6,661 shares already issued as a $100,000 commitment fee.
The company is not selling shares directly in this prospectus and will not receive proceeds from the stockholder’s resales, but can raise up to $250 million by selling newly issued shares to the stockholder at prices linked to market trading. Common shares outstanding were 5,002,925 as of May 11, 2026, and could rise to 108,744,025 if all facility shares are issued at an assumed price of $2.41. The facility is subject to a 9.99% beneficial ownership cap and Nasdaq rules. Nauticus develops autonomous subsea robotic systems serving offshore energy and defense markets.
Nauticus Robotics reports several capital and leadership updates. The company previously completed a $16 million acquisition of assets from SeaTrepid entities and has now signed Amendment No. 2 to that asset purchase agreement, revising certain payment terms. It also entered a Second Amendment to its Senior Secured Term Loan Agreement, temporarily reducing the loan conversion price to $2.20 per share for the period ending May 21, 2026, from an initial $6.00 and a prior temporary $1.76. Nauticus issued an additional Original Issue Discount Senior Secured Convertible Debenture with aggregate principal of $1,556,122, convertible into 204,753 common shares at a $7.60 conversion price, maturing on September 9, 2026. Separately, the company appointed Brian Allen as Chief Revenue Officer to lead commercial strategy across EMEA and global technology licensing.
Nauticus Robotics reports several capital and leadership updates. The company previously completed a $16 million acquisition of assets from SeaTrepid entities and has now signed Amendment No. 2 to that asset purchase agreement, revising certain payment terms. It also entered a Second Amendment to its Senior Secured Term Loan Agreement, temporarily reducing the loan conversion price to $2.20 per share for the period ending May 21, 2026, from an initial $6.00 and a prior temporary $1.76. Nauticus issued an additional Original Issue Discount Senior Secured Convertible Debenture with aggregate principal of $1,556,122, convertible into 204,753 common shares at a $7.60 conversion price, maturing on September 9, 2026. Separately, the company appointed Brian Allen as Chief Revenue Officer to lead commercial strategy across EMEA and global technology licensing.
Nauticus Robotics, Inc. filed Amendment No. 1 to its Annual Report for the year ended December 31, 2025. The amendment is filed solely to provide corrected Section 302 and Section 906 certifications from the chief executive officer and chief financial officer, with no changes to the financial statements or other disclosures.
The document also notes that the aggregate market value of Common Stock held by non-affiliates was $33,564,504 as of June 30, 2025, based on 4,118,344 shares at a closing price of $8.15. As of April 14, 2026, there were 34,877,145 shares of Common Stock outstanding.
Nauticus Robotics, Inc. filed Amendment No. 1 to its Annual Report for the year ended December 31, 2025. The amendment is filed solely to provide corrected Section 302 and Section 906 certifications from the chief executive officer and chief financial officer, with no changes to the financial statements or other disclosures.
The document also notes that the aggregate market value of Common Stock held by non-affiliates was $33,564,504 as of June 30, 2025, based on 4,118,344 shares at a closing price of $8.15. As of April 14, 2026, there were 34,877,145 shares of Common Stock outstanding.
Nauticus Robotics, Inc. is implementing a 1-for-8 reverse stock split of its common stock, effective April 21, 2026, following Board and stockholder approval. Every eight existing shares will be combined into one share, with fractional shares rounded up to the nearest whole share.
The move is intended to help the company meet the minimum bid price requirements of The Nasdaq Capital Market. Outstanding options, warrants and other convertible securities will be adjusted to reflect the new share count, while stockholders’ percentage ownership and voting power are expected to remain largely unchanged.
Nauticus Robotics, Inc. officer Michael Anthony Ferrier, who serves as General Counsel and Secretary, has filed a Form 3, establishing his status as a reporting person for KITT. The filing lists no transactions, no derivative positions, and no holding entries in the summarized data.
Nauticus Robotics, Inc. officer Michael Anthony Ferrier, who serves as General Counsel and Secretary, has filed a Form 3, establishing his status as a reporting person for KITT. The filing lists no transactions, no derivative positions, and no holding entries in the summarized data.
Material Impact Fund II and affiliates have amended their Schedule 13D to report a sizable stake in Nauticus Robotics, Inc. common stock. The group now beneficially owns 11,719,649 shares, representing 25.2% of Nauticus’s common stock, including both shares currently held and securities convertible into shares.
The position consists of common stock, private warrants, term loans that are convertible into common stock, Series A Preferred Stock convertible at a stated conversion price, and accrued dividend shares. One director, Adam Sharkawy, also holds 3,048 shares individually, bringing his total beneficial ownership to 11,722,697 shares, or 25.2% of the class. The filing notes that, aside from the transactions described, the reporting persons have not traded Nauticus securities in the past 60 days.
Material Impact Fund II and affiliates have amended their Schedule 13D to report a sizable stake in Nauticus Robotics, Inc. common stock. The group now beneficially owns 11,719,649 shares, representing 25.2% of Nauticus’s common stock, including both shares currently held and securities convertible into shares.
The position consists of common stock, private warrants, term loans that are convertible into common stock, Series A Preferred Stock convertible at a stated conversion price, and accrued dividend shares. One director, Adam Sharkawy, also holds 3,048 shares individually, bringing his total beneficial ownership to 11,722,697 shares, or 25.2% of the class. The filing notes that, aside from the transactions described, the reporting persons have not traded Nauticus securities in the past 60 days.
Nauticus Robotics, Inc. is asking shareholders to approve several major governance and capital structure changes at its May 27, 2026 annual meeting. Proposals include electing two Class I directors, ratifying WithumSmith + Brown as auditor, and authorizing the board to implement one or more reverse stock splits at cumulative ratios between one-for-5 and one-for-250, with fractional shares rounded up.
The company is also seeking to increase authorized common stock from 625,000,000 to 1,500,000,000 shares and to raise the share pool under its 2022 Omnibus Incentive Plan to 6,000,000 shares. As of April 15, 2026, 34,900,303 common shares were outstanding, each with one vote. Significant related-party financing and preferred stock conversions involving ATW-affiliated entities and Material Impact Fund II, L.P. are detailed, alongside board structure, committee memberships, director independence, and director compensation.
Nauticus Robotics, Inc. is asking shareholders to approve several major governance and capital structure changes at its May 27, 2026 annual meeting. Proposals include electing two Class I directors, ratifying WithumSmith + Brown as auditor, and authorizing the board to implement one or more reverse stock splits at cumulative ratios between one-for-5 and one-for-250, with fractional shares rounded up.
The company is also seeking to increase authorized common stock from 625,000,000 to 1,500,000,000 shares and to raise the share pool under its 2022 Omnibus Incentive Plan to 6,000,000 shares. As of April 15, 2026, 34,900,303 common shares were outstanding, each with one vote. Significant related-party financing and preferred stock conversions involving ATW-affiliated entities and Material Impact Fund II, L.P. are detailed, alongside board structure, committee memberships, director independence, and director compensation.
Nauticus Robotics, Inc. is implementing a 1-for-8 reverse stock split of its common stock, effective April 21, 2026, following approval by its board and stockholders. The move is intended to increase the share price to meet the Nasdaq Capital Market minimum bid requirement.
Every eight existing shares will be combined into one share, with fractional shares rounded up to the nearest whole share. Trading on a split-adjusted basis is expected to begin on April 21, 2026 under the symbol “KITT” with a new CUSIP number. Outstanding options, warrants, and other convertible securities will be proportionately adjusted, and existing registration statements on Forms S-3 and S-8 will be automatically updated under Rule 416(b). The company states that ownership percentages and voting power should remain essentially unchanged aside from rounding.
Nauticus Robotics, Inc. is implementing a 1-for-8 reverse stock split of its common stock, effective April 21, 2026, following approval by its board and stockholders. The move is intended to increase the share price to meet the Nasdaq Capital Market minimum bid requirement.
Every eight existing shares will be combined into one share, with fractional shares rounded up to the nearest whole share. Trading on a split-adjusted basis is expected to begin on April 21, 2026 under the symbol “KITT” with a new CUSIP number. Outstanding options, warrants, and other convertible securities will be proportionately adjusted, and existing registration statements on Forms S-3 and S-8 will be automatically updated under Rule 416(b). The company states that ownership percentages and voting power should remain essentially unchanged aside from rounding.
Nauticus Robotics, Inc. filed its annual report describing a robotics business focused on fully electric autonomous subsea systems, defense solutions and ROV services. The company reported net losses of $40.8 million in 2025 and $134.9 million in 2024 and continued negative operating cash flows.
Nauticus highlighted its Aquanaut autonomous vehicles, ToolKITT software and Olympic Arm manipulator, plus a 2025 asset acquisition of SeaTrepid and a strategic subsea alliance with Leidos. The report details significant use of convertible preferred stock, debentures and senior secured term loans to fund operations and notes a material weakness in internal controls under remediation.
Nauticus Robotics, Inc. filed its annual report describing a robotics business focused on fully electric autonomous subsea systems, defense solutions and ROV services. The company reported net losses of $40.8 million in 2025 and $134.9 million in 2024 and continued negative operating cash flows.
Nauticus highlighted its Aquanaut autonomous vehicles, ToolKITT software and Olympic Arm manipulator, plus a 2025 asset acquisition of SeaTrepid and a strategic subsea alliance with Leidos. The report details significant use of convertible preferred stock, debentures and senior secured term loans to fund operations and notes a material weakness in internal controls under remediation.