Nauticus Robotics Files 8-K on Shareholder Vote Matters

Ticker: KITTW · Form: 8-K · Filed: Jun 18, 2024 · CIK: 1849820

Sentiment: neutral

Topics: corporate-governance, shareholder-vote, filing-update

TL;DR

Nauticus Robotics shareholders voted on key issues June 17th. 8-K filed.

AI Summary

Nauticus Robotics, Inc. filed an 8-K on June 18, 2024, reporting on matters submitted to a vote of security holders on June 17, 2024. The company, formerly known as Cleantech Acquisition Corp., is incorporated in Delaware and headquartered in Webster, Texas.

Why It Matters

This filing indicates important corporate actions or decisions were put to a vote by Nauticus Robotics' shareholders, which could impact the company's future direction or governance.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of a shareholder vote and does not inherently present new financial or operational risks.

Key Players & Entities

FAQ

What specific matters were submitted to a vote of Nauticus Robotics' security holders on June 17, 2024?

The filing states that matters were submitted to a vote of security holders on June 17, 2024, but does not detail the specific proposals in the provided text.

When was Nauticus Robotics, Inc. incorporated, and in which state?

Nauticus Robotics, Inc. was incorporated in Delaware.

What is the principal executive office address for Nauticus Robotics, Inc.?

The principal executive office is located at 17146 Feathercraft Lane, Suite 450, Webster, TX 77598.

What was Nauticus Robotics, Inc.'s former company name?

Nauticus Robotics, Inc.'s former company name was Cleantech Acquisition Corp.

On what date was the name change from Cleantech Acquisition Corp. to Nauticus Robotics, Inc. effective?

The date of the name change was March 8, 2021.

Filing Stats: 873 words · 3 min read · ~3 pages · Grade level 18.3 · Accepted 2024-06-18 06:39:59

Filing Documents

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders On June 17, 2024, Nauticus Robotics, Inc. (the "Company") held a special meeting of stockholders (the "Meeting"). At the Meeting, the Company's stockholders (1) approved the issuance of shares upon the conversion of debt under the Company's Senior Secured Term Loan Agreement dated January, the Company's Original Issue Discount Exchanged Secured Convertible Debentures Due September 9, 2026 and certain warrants to purchase shares of the Company's common stock, (2) approved a proposal authorizing the board of directors of the Company to enact a reverse split of its shares at a ratio between one to six and one to seventy, and (3) approved a proposal to adjourn the Meeting to a later date or date to permit further solicitation and vote of proxies, if necessary or appropriate. While a majority of votes cast were in favor of a proposal to increase the authorized shares of the Company's common stock from 625,000,000 to 5,000,000,000, the proposal did not reach the required threshold of a majority of all issued and outstanding common stock, and was therefore not approved. A total of 43,879,371 shares of common stock of the Company attended the Meeting by proxy or in person, representing 76.55% of the Company's outstanding common stock entitled to vote as of March 26, 2024, the record date. The results of the voting were as follows: Proposal 1: approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation, as amended, to increase the number of authorized but unissued shares of the Company's common stock from 625,000,000 to 5,000,000,000 shares For Against Abstain Broker Non-Votes 21,123,505 18,250,308 29,430 4,476,128 Proposal 2: approve, pursuant to Nasdaq Rule 5635, the issuance of shares of the Company's common stock: (i) upon the conversion of debt under the Company's Senior Secured Term Loan Agreement, dated as of January 30, 2024, by and among the Company, ATW Speci

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