Nukkleus (NUKK) major shareholder Anastasiia Kotaieva discloses stock sales

Rhea-AI Filing Summary

Nukkleus Inc. insider Anastasiia Kotaieva reported a series of open-market sales of the company’s common stock. On 12/22/2025, 30,000 shares were sold at a weighted average price of $4.4146 per share. On 12/23/2025, 70,000 shares were sold at a weighted average of $4.5726 per share. On 12/24/2025 and 12/26/2025, 55,604 shares were sold on each date at weighted average prices of $4.4894 and $4.2629, respectively.

After these transactions, Kotaieva beneficially owned 1,149,989 Nukkleus shares, held indirectly through X Group Fund of Funds Limited Partnership, which she owns. The filing notes she is a former director and 10% shareholder, and that each reported price reflects multiple trades within a disclosed price range.

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 ABOUDI LEGAL GROUP PLLC

745 FIFTH AVENUE, SUITE 500

(Street)

NEW YORK NY 10151

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2025

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	12/22/2025		S		30,000	D	$4.4146(1)	1,331,197	I	X Group Fund of Funds Limited Partnership(2)
Common Stock, $0.0001 par value per share	12/23/2025		S		70,000	D	$4.5726(3)	1,261,197	I	X Group Fund of Funds Limited Partnership(2)
Common Stock, $0.0001 par value per share	12/24/2025		S		55,604	D	$4.4894(4)	1,205,593	I	X Group Fund of Funds Limited Partnership(2)
Common Stock, $0.0001 par value per share	12/26/2025		S		55,604	D	$4.2629(5)	1,149,989	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. The reported price is a weighted average price per share. These shares were sold in multiple transactions ranging from $4.49 to $4.415, inclusive. The reporting person undertakes to provide Nukkleus Inc., any security holder of Nukkleus Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

2. Anastasiia Kotaieva is the owner of X Group Fund of Funds Limited Partnership.

3. The reported price is a weighted average price per share. These shares were sold in multiple transactions ranging from $4.905 to $4.41, inclusive. The reporting person undertakes to provide Nukkleus Inc., any security holder of Nukkleus Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

4. The reported price is a weighted average price per share. These shares were sold in multiple transactions ranging from $4.47 to $4.23, inclusive. The reporting person undertakes to provide Nukkleus Inc., any security holder of Nukkleus Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

5. The reported price is a weighted average price per share. These shares were sold in multiple transactions ranging from $4.48 to $4.41, inclusive. The reporting person undertakes to provide Nukkleus Inc., any security holder of Nukkleus Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.

Remarks:

Former director and 10% shareholder

	/s/ Anastasiia Kotaieva	12/29/2025
	** 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 activity did NUKK report in this Form 4 filing?

The filing shows that Anastasiia Kotaieva reported several open-market sales of Nukkleus Inc. common stock over four days in December 2025, each at a disclosed weighted average price per share.

How many NUKK shares did Anastasiia Kotaieva sell and on which dates?

Kotaieva reported sales of 30,000 shares on 12/22/2025, 70,000 shares on 12/23/2025, and 55,604 shares on both 12/24/2025 and 12/26/2025, all as open-market sales.

What prices were received for the NUKK shares sold by the insider?

Each date’s trades are reported as a weighted average price: $4.4146 on 12/22/2025, $4.5726 on 12/23/2025, $4.4894 on 12/24/2025, and $4.2629 on 12/26/2025, with additional footnotes describing the price ranges for each day.

How many NUKK shares does the reporting person still beneficially own after these sales?

Following the reported transactions, Anastasiia Kotaieva beneficially owned 1,149,989 shares of Nukkleus common stock, held indirectly through X Group Fund of Funds Limited Partnership.

In what capacity does Anastasiia Kotaieva hold her NUKK shares?

The filing lists her ownership as indirect through X Group Fund of Funds Limited Partnership, and explains that she is the owner of this partnership.

What is Anastasiia Kotaieva’s relationship to Nukkleus Inc. (NUKK)?

The remarks section describes her as a former director and 10% shareholder of Nukkleus Inc.

Do the reported NUKK trades include detailed price breakdowns?

The filing states that the reported prices are weighted averages of multiple trades within specified price ranges and notes that full trade details are available upon request to Nukkleus, its security holders, or the SEC staff.