Schlumberger Amends Nauticus Robotics Ownership Filing

TL;DR

Schlumberger group updated their Nauticus Robotics stake filing on 4/8/24.

AI Summary

Schlumberger Limited/NV, along with its subsidiaries Schlumberger B.V., Schlumberger Holdings Corp, and Schlumberger Technology Corp, has filed an amendment to their Schedule 13D. This filing, dated April 8, 2024, relates to their beneficial ownership of Nauticus Robotics, Inc. The filing does not specify a dollar amount or a precise percentage of ownership but indicates a change in their filing status.

Why It Matters

This filing indicates a potential shift in the ownership structure or reporting of Nauticus Robotics, Inc. by a major energy services company, which could influence future strategic decisions or market perception.

Risk Assessment

Risk Level: medium — The filing indicates a change in reporting for a significant entity's stake, which could signal strategic moves or increased influence, but lacks specific details on the nature of the change.

Key Players & Entities

• Schlumberger Limited/NV (company) — Filing entity
• Schlumberger B.V. (company) — Group member of filing entity
• Schlumberger Holdings Corp (company) — Group member of filing entity
• Schlumberger Technology Corp (company) — Group member of filing entity
• Nauticus Robotics, Inc. (company) — Subject company
• cleantech Acquisition Corp. (company) — Former company name of Nauticus Robotics, Inc.

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• d814583dsc13da.htm (SC 13D/A) — 74KB
• 0001193125-24-089644.txt ( ) — 77KB

of this

Item 4 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: On April 4, 2024, the parties to the Agreement and Plan of Merger (the 3D Merger Agreement), dated as of October 2, 2023, by and among the Issuer, Merger Sub, and 3D mutually agreed to terminate the 3D Merger Agreement (the Termination). As a result of the Termination, the previously disclosed Director Designation Letter Agreement and Company Stockholder Support Agreement were terminated. Item5. Interest in Securities of the Issuer

of the Schedule 13D is hereby amended and restated as follows

Item 5 of the Schedule 13D is hereby amended and restated as follows: (a) As of the date hereof, STC directly holds 8,682,920 shares of Common Stock, constituting approximately 17.4% of the outstanding shares of Common Stock, based on 50,035,824 shares of Common Stock outstanding as of November 14, 2023, as reported in the Issuers Form 10-Q filed with the SEC on November 14, 2023. Since SHC controls STC, it is deemed to beneficially own the shares of Common Stock held directly by STC. Since SBV controls SHC, it is deemed to beneficially own the shares of Common Stock held directly by STC. Since SLB controls SBV, it is deemed to beneficially own the Common Stock held directly by STC. Such beneficial ownership excludes 1,981,164 additional shares of Common Stock that STC has the right to receive if, on or before December 16, 2026, the Common Stock meets or exceeds certain target prices as set forth in the Merger Agreement. (b) SLB, SBV, SHC and STC have shared voting power and shared dispositive power over the shares of Common Stock held directly by STC. (c) There have been no transactions in the shares of Common Stock effected by the Reporting Persons in the past 60 days. (d) The Reporting Persons have the right to receive distributions from, or proceeds from the sale of, the Common Stock reported herein. Except as set forth in the preceding sentence, no other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of distributions from, or the proceeds from the sale of, Common Stock beneficially owned by the Reporting Persons. (e) Not applicable. Item6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

of this Schedule 13D is supplemented and superseded, as the case may be, as follows

Item 6 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: The information in Item 4 is incorporated herein by reference.

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this Schedule 13D is true, complete, and correct. Date: April 8, 2024 Schlumberger N.V. (Schlumberger Limited) By: /s/ Samantha Blons Name: Samantha Blons Title: Assistant Secretary Schlumberger B.V. By: /s/ Eileen Hardell Name: Eileen Hardell Title: Secretary Schlumberger Holdings Corporation By: /s/ Jeanne Morrissette Name: Jeanne Morrissette Title: Treasurer Schlumberger Technology Corporation By: /s/ Arindam Bhattacharya Name: Arindam Bhattacharya Title: Vice President

View Full Filing

View this SC 13D/A filing on SEC EDGAR