NAUTICUS ROBOTICS, INC.
0.10%
6,421
1849820
63911H306
Nov 27, 2025
Dec 4, 2025, 05:19 PM
Reporting Persons (2)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Transocean Ltd. | CO | 0.10% | 6,421 | 0 | 6,421 |
| Transocean International Limited | CO | 0.10% | 6,421 | 0 | 6,421 |
Disclosure Items (4)
Common stock, par value $0.0001 per share
NAUTICUS ROBOTICS, INC.
17146 FEATHERCRAFT LANE, WEBSTER, TX, 77598
Item 3 is deleted in its entirety and replaced with the following: The shares reported herein as being beneficially owned by the Reporting Persons are the Earnout Shares.
Item 5 is deleted in its entirety and replaced with the following: As of the date hereof, Transocean International Limited beneficially owns 6,421 shares of the Issuer, constituting approximately 0.047% of the 13,710,615 shares of the Issuer outstanding as of November 13, 2025, as disclosed by the Issuer in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 14, 2025, including the Earnout Shares in accordance with Rule 13d-3(d)(1)(i). Because Transocean Ltd. controls Transocean International Limited, both Transocean Ltd. and Transocean International Limited are deemed to beneficially own the shares of the Issuer that Transocean International Limited holds directly or has a right to acquire. The percentage beneficially owned reported herein is based on 13,710,615 shares of the Issuer outstanding as of November 13, 2025, as disclosed by the Issuer in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 14, 2025, including the Earnout Shares in accordance with Rule 13d-3(d)(1)(i).
Transocean Ltd. and Transocean International Limited have shared voting and dispositive power over the shares of the Issuer beneficially owned by Transocean International Limited.
Except as described herein, the Reporting Persons have not effected any reportable transactions in the shares of the Issuer within the last 60 days: (1) on November 28, 2025, Transocean International Limited sold 28,185 shares of the Issuer in the open market at a price of $0.90 per share of the Issuer; (2) on December 1, 2025, Transocean International Limited sold 61,351 shares of the Issuer in the open market at a price of $0.81 per share of the Issuer; (3) on December 2, 2025, Transocean International Limited sold 32,839 shares of the Issuer in the open market at a price of $0.74 per share of the Issuer; and (4) on December 3, 2025, Transocean International Limited sold 2,021,920 shares of the Issuer in the open market at a price of $1.02 per share of the Issuer (collectively, the "Sale Transactions").
Except as set forth herein, no other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such shares of the Issuer owned by the Reporting Persons.
As a result of the Sale Transactions, on December 3, 2025, each of the Reporting Persons ceased to be a benefical owner of more than 5% of the outstanding shares of the Issuer based on the 13,710,615 shares of the Issuer outstanding as of November 13, 2025, as disclosed by the Issuer in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 14, 2025, including the Earnout Shares in accordance with Rule 13d-3(d)(1)(i).
Item 7 is supplemented to incorporate herein by reference that certain Limited Power of Attorney for SEC Reporting Purposes, dated effective as of January 7, 2025, filed as Exhibit 99.1 to the Prior 13D.