Nukkleus (NUKK) insider gift: 377,432 shares; 1,469,941 remain

Rhea-AI Filing Summary

Nukkleus Inc. (NUKK) insider update: Director and 10% owner Anastasiia Kotaieva reported a gift of 377,432 shares of common stock on 10/24/2025. The transaction price was $0 and is recorded as an indirect holding change via X Group Fund of Funds Limited Partnership. Following the gift, she beneficially owns 1,469,941 shares indirectly. The filing notes the transfer was a gift and states that Ms. Kotaieva is the owner of X Group Family of Funds Limited Partnership.

SEC Form 4

FORM 4

UNITED 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

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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^*

Kotaieva Anastasiia

(Last) (First) (Middle)

C/O NUKKLEUS INC.,

575 FIFTH AVENUE, 14TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nukkleus Inc. [ NUKK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.0001 par value per share(1)	10/24/2025		G		377,432	D	$0	1,469,941	I	X Group Fund of Funds Limited Partnership(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This transfer represents a gift.

2. Anastasiia Kotaieva, a director of the Company, is the owner of X Group Family of Funds Limited Partnership.

	/s/ Anastasiia Kotaieva	10/24/2025
	** Signature of Reporting Person	Date
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.

FAQ

What insider transaction did NUKK disclose?

A director reported a gift of 377,432 common shares on 10/24/2025.

Who filed the Form 4 for NUKK and what is their role?

Anastasiia Kotaieva, a Director and 10% Owner, filed the report.

What is the transaction price for the gifted NUKK shares?

The filing lists a $0 price for the gift transaction.

How many NUKK shares does the reporting person hold after the transaction?

She beneficially owns 1,469,941 shares indirectly after the gift.

How are the NUKK shares held according to the filing?

Indirectly via X Group Fund of Funds Limited Partnership.

What additional ownership detail is disclosed?

The filing states Ms. Kotaieva is the owner of X Group Family of Funds Limited Partnership.

Was the transaction made under a Rule 10b5-1 plan?

The form includes a checkbox reference to Rule 10b5-1(c), but no plan details are provided in the excerpt.