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8-KAccepted Sep 18, 9:06 AM ET

Nauticus Robotics Enters Fifth Amendment to Term Loan; Maturity Extended

KITTNauticus Robotics, Inc.

Accepted (ET)

9:06 AM

Sep 18, 2026

Filed

Sep 18, 2026

Documents

21

Size

1.9 MB

Summary

Nauticus Robotics Enters Fifth Amendment to Term Loan; Maturity Extended

Updated

What Happened
Nauticus Robotics, Inc. (KITT) filed an 8-K reporting that it entered into separate Fifth Amendments to its Senior Secured Term Loan Agreement (each dated Sept. 14, 2026), with the amendments becoming effective on Sept. 17, 2026 after delivery of a Collateral Agent Acknowledgment and Consent. The Fifth Amendment extends the loan’s Maturity Date to January 31, 2028. The underlying Term Loan Agreement (originally dated Sept. 18, 2023) contains a conversion feature that allows lenders to convert loans into common stock; prior amendments had temporarily reduced the conversion price at various times in 2025–2026.

Key Details

  • Fifth Amendments dated as of Sept. 14, 2026; conditions to effectiveness satisfied Sept. 17, 2026.
  • Maturity Date of the Term Loan Agreement extended to January 31, 2028.
  • Original Term Loan Agreement dated Sept. 18, 2023; initial conversion price was $6.00 (subject to adjustments).
  • Prior temporary conversion-price reductions included $1.76 (Oct. 25, 2025), $2.20 (May 11, 2026), and $1.80 (June 1 and Aug. 12, 2026) for limited periods.

Why It Matters
The amendment keeps the company’s outstanding term loan in place through January 31, 2028, which affects Nauticus’s capital structure and near-term cash obligations. Because the loan includes a lender conversion feature (historically reduced by prior amendments), investors should be aware of potential future dilution if lenders convert loans into common stock. Watch for any future amendments or lender actions that change conversion terms, repayment schedule, or cash-pay obligations.

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