8-KFiled Jul 20, 8:00 PM ET

Nauticus Robotics Issues $1.5M Convertible Senior Debenture

$KITT · Nauticus Robotics, Inc.

Research Summary

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Nauticus Robotics Issues $1.5M Convertible Senior Debenture

What Happened

  • Nauticus Robotics, Inc. announced on July 20, 2026 that it issued an Original Issue Discount Senior Secured Convertible Debenture in the principal amount of $1,500,000 to an institutional investor.
  • The Additional Note is convertible into 197,369 shares of Nauticus common stock at a conversion price of $7.60 per share, was issued pursuant to the Securities Purchase Agreement dated November 4, 2024, and will mature on September 9, 2026 (or earlier if required.

Key Details

  • Amount issued: $1,500,000 principal (Original Issue Discount instrument).
  • Conversion terms: Convertible into 197,369 shares at $7.60 per share.
  • Date issued: July 20, 2026; maturity: September 9, 2026 (or earlier as required).
  • Transaction basis: Issued under the November 4, 2024 Securities Purchase Agreement; filing also discloses the issuance as an unregistered sale of securities.

Why It Matters

  • This raises near-term financing for Nauticus through a senior secured convertible debenture rather than equity, adding short-term debt obligations that could convert into equity.
  • If converted, the note would add up to 197,369 shares, which could dilute existing shareholders; investors should consider the potential impact on share count and capital structure.
  • The instrument’s maturity in September 2026 means the company has a near-term repayment or conversion timeline to monitor.