Transocean Ltd. - 28 Oct 2025 Form 4 Insider Report for Nauticus Robotics, Inc. (KITT)

Role
10%+ Owner
Signature
/s/ Daniel Ro-Trock, Assistant Corporate Secretary
Issuer symbol
KITT
Transactions as of
28 Oct 2025
Net transactions value
+$1.2
Form type
4
Filing time
31 Oct 2025, 18:34:35 UTC
Previous filing
23 Sep 2022
Next filing
04 Dec 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Transocean Ltd. 10%+ Owner TURMSTRASSE 30, STEINHAUSEN, SWITZERLAND /s/ Daniel Ro-Trock, Assistant Corporate Secretary 31 Oct 2025 0001451505

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KITT Common Stock, par value U.S. $0.0001 Conversion of derivative security $3,773,959 +2,144,295 +33395% $1.76 2,150,716 28 Oct 2025 By Transocean International Limited F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction KITT Convertible Senior Secured Term Loan 2023 Conversion of derivative security $3,773,958 0 28 Oct 2025 Common Stock, par value U.S. $0.0001 2,144,295 $1.76 By Transocean International Limited F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These securities are owned directly by Transocean International Limited, a Bermuda exempted company limited by shares. Transocean International Limited is a wholly owned subsidiary of Transocean Ltd. Because Transocean Ltd. controls Transocean International Limited, both Transocean Ltd. and Transocean International Limited are deemed to beneficially own the shares of common stock that Transocean International Limited holds directly or has a right to acquire.
F2 The amount reported also includes 6,421 additional shares (the "Earnout Shares") of the Issuer's common stock issuable to the Reporting Person on or before September 9, 2027, pursuant to certain earnout conditions, as described in the Merger Agreement (as defined in the Reporting Person's Form 3 filed on September 9, 2023).
F3 The shares of the Issuer's common stock reported herein as being beneficially owned by the Reporting Person consists of the Earnout Shares and 2,144,295 shares of the Issuer's common stock acquired on October 28, 2025 (the "Conversion Shares") by Transocean International Limited in connection with the exercise of its right to convert $3,000,000 of outstanding principal amount of loans, together with accrued interest (the "Note Conversion"), made pursuant to that certain Senior Secured Term Loan Agreement, dated as of September 18, 2023, by and among the Issuer, the collateral agent and the other lenders party thereto (as amended, the "Convertible Note"). Loans made pursuant to the Convertible Note were convertible into shares of the Issuer's common stock at a conversion price of $1.76 per share.