{"filing":{"accession_number":"0001849820-26-000096","cik":"0001849820","ticker":"KITTW","company_name":"Nauticus Robotics, Inc.","form":"8-K","filing_date":"2026-06-03","report_date":null,"primary_document":"kitt-20260601.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1849820/000184982026000096/kitt-20260601.htm"},"events":[{"id":7338,"run_id":6445,"accession_number":"0001849820-26-000096","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.65,"summary":"Nauticus Robotics entered into a Third Amendment to its convertible debt agreement, reducing the conversion price from $2.20 to $1.80 per share. This material modification to the Company's capital structure represents a dilutive adjustment that increases equity dilution risk to existing shareholders, consistent with a pattern of downward conversion price adjustments within nine months suggesting financial distress.","company_name":"Nauticus Robotics, Inc.","ticker":"KITTW","filing_date":"2026-06-03","form":"8-K","submitted_at":null,"items":[{"id":4187,"accession_number":"0001849820-26-000096","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.45,"reasoning":"The Third Amendment modifies the conversion price of convertible debt from $2.20 to $1.80, which is a material modification to the Company's capital structure and debt terms. While this is technically a loan agreement amendment rather than a traditional M\u0026A transaction, it represents a material definitive agreement entry that affects the Company's financial obligations and equity dilution potential. The repeated downward adjustments to conversion prices (from $6.00 to $1.76 to $2.20 to $1.80 within nine months) suggest financial distress and significant dilution risk to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-04T02:53:27.372189+00:00","company_name":"","ticker":null,"filing_date":""},{"id":4188,"accession_number":"0001849820-26-000096","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation, which typically signals debt issuance, financing arrangements, or material contractual liabilities. The filing incorporates Item 1.01 by reference, suggesting an M\u0026A transaction or material acquisition that creates the obligation. Without access to Item 1.01 content, the specific event type cannot be determined with confidence; however, the materiality of Item 2.03 disclosure is clear. This is classified as other_material pending visibility into the underlying transaction details in Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-04T02:53:27.372189+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":4187,"accession_number":"0001849820-26-000096","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.45,"reasoning":"The Third Amendment modifies the conversion price of convertible debt from $2.20 to $1.80, which is a material modification to the Company's capital structure and debt terms. While this is technically a loan agreement amendment rather than a traditional M\u0026A transaction, it represents a material definitive agreement entry that affects the Company's financial obligations and equity dilution potential. The repeated downward adjustments to conversion prices (from $6.00 to $1.76 to $2.20 to $1.80 within nine months) suggest financial distress and significant dilution risk to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-04T02:53:27.372189+00:00","company_name":"Nauticus Robotics, Inc.","ticker":"KITTW","filing_date":"2026-06-03"},{"id":4188,"accession_number":"0001849820-26-000096","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation, which typically signals debt issuance, financing arrangements, or material contractual liabilities. The filing incorporates Item 1.01 by reference, suggesting an M\u0026A transaction or material acquisition that creates the obligation. Without access to Item 1.01 content, the specific event type cannot be determined with confidence; however, the materiality of Item 2.03 disclosure is clear. This is classified as other_material pending visibility into the underlying transaction details in Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-04T02:53:27.372189+00:00","company_name":"Nauticus Robotics, Inc.","ticker":"KITTW","filing_date":"2026-06-03"}]}