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Nauticus Robotics
Nauticus Robotics (KITT) investor relations material
Nauticus Robotics Proxy Filing summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.Proxy Filing summary29 Dec, 2025
Executive summary
Special Meeting scheduled for January 28, 2026, to vote on five key proposals impacting capital structure and governance.
Proposals include approval of large equity issuances, a reverse stock split, increase in authorized shares, and adjournment flexibility.
Board unanimously recommends voting in favor of all proposals.
Voting matters and shareholder proposals
Proposal 1: Approve issuance of up to $250 million in common stock under an Equity Purchase Facility Agreement, potentially diluting existing shareholders.
Proposal 2: Approve issuance of common stock upon conversion of Series C Convertible Preferred Stock, which could result in significant dilution and anti-takeover effects.
Proposal 3: Authorize Board to enact a reverse stock split at a ratio between 1:5 and 1:250 to maintain Nasdaq listing and improve share price.
Proposal 4: Increase authorized common stock from 625 million to 1.5 billion shares to support future corporate needs.
Proposal 5: Allow adjournment of the meeting to solicit additional votes if necessary.
Board of directors and corporate governance
Board is classified into three classes with staggered terms, making it harder for shareholders to change board composition quickly.
Special meetings can only be called by the Board, Chairperson, or CEO; advance notice required for director nominations.
Supermajority (66%) required to amend certain governing documents.
Quantify ELOC and Series C dilution impact
Reverse split: long-term delisting risk mitigation
Future capital strategy with increased authorized shares
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Raising capital for global EV and AI expansion, with regulatory and dilution risks highlighted.
Next Nauticus Robotics earnings date
Q4 202514 Apr, 2026
Nauticus Robotics
Next Nauticus Robotics earnings date
Q4 202514 Apr, 2026
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Frequently asked questions
Nauticus Robotics Inc. is a technology company that develops autonomous robots and artificial intelligence-driven software for ocean-related industries. The company's robotic systems are designed for underwater exploration, inspection, and maintenance, serving sectors such as offshore energy, defense, and environmental monitoring. Nauticus focuses on providing sustainable and cost-effective solutions to perform tasks traditionally done by human divers or crewed vessels, enhancing safety and efficiency in marine operations. Its technology portfolio includes autonomous underwater vehicles (AUVs) and remotely operated vehicles (ROVs), which are controlled via AI software to complete various subsea tasks. The company is headquartered in Webster, Texas, and its shares are listed on the NASDAQ.
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