Nauticus Robotics, Inc. 8-K

What Happened
Nauticus Robotics, Inc. (KITT) announced in an 8-K that on March 10, 2026 it issued an Original Issue Discount Senior Secured Convertible Debenture Due 2026 in the aggregate principal amount of $1,020,408 to an institutional investor. The Additional Note was issued under the company’s November 4, 2024 Securities Purchase Agreement and carries the same terms as the other notes under that agreement. The debenture is convertible into 1,717,281 shares at a conversion price of $0.5942 and will mature on September 9, 2026 (or earlier if required/permitted).

Key Details

• Issuance date: March 10, 2026; Amount: $1,020,408.00.
• Conversion: 1,717,281 common shares at $0.5942 per share.
• Instrument: Original Issue Discount Senior Secured Convertible Debenture Due 2026 (same terms as notes in the Nov. 4, 2024 Securities Purchase Agreement).
• Maturity: September 9, 2026 (short-term debt). Filing cites Item 2.03 (creation of a direct financial obligation) and Item 3.02 (unregistered sale of equity securities).

Why It Matters
This transaction creates a near-term debt obligation on Nauticus’s balance sheet that could be repaid in cash or converted into equity. If converted, up to 1,717,281 new shares would be issued, which would dilute existing shareholders. Investors should note the conversion price ($0.5942) and the September 2026 maturity when assessing the company’s short-term financing needs and potential share count impact.