SEC Form 4 · accession 0002143744-26-000003
Nauticus Robotics, Inc. · KITT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
RCB EQUITIES 1, LLC
10% Owner
Period of report
Jun 1, 2026
Accepted (ET)
Jul 14, 2026 · 6:37 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001849820
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCKF4 | Jun 1, 2026 | C | 555,556 | $1.80 | A | 815,368 | D | |
| COMMON STOCKF5 | Jun 1, 2026 | S | 32,539 | $2.021 | D | 782,829 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| SENIOR SECURED TERM LOAN (09/23/2023, AS AMENDED)F3,F1,F2 | $1.80 | Jun 1, 2026 | C | — | A | — | — | COMMON STOCK, $0.0001 PAR VALUE | 555,556 | — | D |
Explanation of responses
- F1Immediately upon notice
- F2None
- F3Following the June 1, 2026 conversion of $1,000,000 of the Senior Secured Term Loan, the remaining outstanding balance of the term loan is subject to confirmation from the loan records.
- F4On June 1, 2026, RCB Equities #1, LLC converted $1,000,000 of the outstanding principal under the Senior Secured Term Loan Agreement dated September 18, 2023 (as amended by the Third Amendment dated June 1, 2026) into 555,556 shares of Common Stock at a conversion price of $1.80 per share. The conversion price of $1.80 per share was available for conversion notices delivered on or before June 15, 2026. Prior to this conversion, RCB Equities #1, LLC beneficially owned approximately 259,812 shares of Common Stock.
- F5On June 1, 2026, RCB Equities #1, LLC sold 32,539 shares of Common Stock in an open-market transaction at $2.021 per share.