SLB LIMITED/NV - 09 Sep 2022 Form 3 Insider Report for Nauticus Robotics, Inc. (KITT)

Role: 10%+ Owner
Signature: Schlumberger N.V. (Schlumberger Limited), By: /s/ Samantha Blons, Assistant Secretary
Issuer symbol: KITT
Transactions as of: 09 Sep 2022
Net transactions value: $0
Form type: 3
Filing time: 19 Sep 2022, 15:51:12 UTC
Previous filing: 10 Jun 2022
Next filing: 26 Oct 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	KITT	Common Stock, $0.0001 par value						8,682,920	09 Sep 2022	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Excludes the 1,981,164 additional shares of Common Stock that the reporting person has the right to receive if, on or before September 9, 2027, the Common Stock meets or exceeds certain target prices as set forth in the Merger Agreement, dated as of December 16, 2021, as amended on January 30, 2022 and June 6, 2022, by and among CleanTech Acquisition Corp., CleanTech Merger Sub, Inc., Nauticus Robotics, Inc., and Nicolaus Radford, solely in his capacity as the stockholder representative. The reporting person's right to receive additional shares pursuant to this earn-out right became fixed and irrevocable on September 9, 2022, the effective date of the merger.
F2	These securities are owned directly by Schlumberger Technology Corporation. Since Schlumberger Holdings Corporation controls Schlumberger Technology, Corporation, it is deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation. Since Schlumberger B.V. controls Schlumberger Holdings Corporation, it is deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation. Since Schlumberger N.V. (Schlumberger Limited) controls Schlumberger B.V., it may be deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation.

Content

Excludes the 1,981,164 additional shares of Common Stock that the reporting person has the right to receive if, on or before September 9, 2027, the Common Stock meets or exceeds certain target prices as set forth in the Merger Agreement, dated as of December 16, 2021, as amended on January 30, 2022 and June 6, 2022, by and among CleanTech Acquisition Corp., CleanTech Merger Sub, Inc., Nauticus Robotics, Inc., and Nicolaus Radford, solely in his capacity as the stockholder representative. The reporting person's right to receive additional shares pursuant to this earn-out right became fixed and irrevocable on September 9, 2022, the effective date of the merger.

These securities are owned directly by Schlumberger Technology Corporation. Since Schlumberger Holdings Corporation controls Schlumberger Technology, Corporation, it is deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation. Since Schlumberger B.V. controls Schlumberger Holdings Corporation, it is deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation. Since Schlumberger N.V. (Schlumberger Limited) controls Schlumberger B.V., it may be deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation.