0001213900-22-063557.txt : 20221012 0001213900-22-063557.hdr.sgml : 20221012 20221012164229 ACCESSION NUMBER: 0001213900-22-063557 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221007 FILED AS OF DATE: 20221012 DATE AS OF CHANGE: 20221012 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Radford Nicolaus CENTRAL INDEX KEY: 0001944857 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40611 FILM NUMBER: 221307228 MAIL ADDRESS: STREET 1: C/O NAUTICUS ROBOTICS, INC. STREET 2: 17146 FEATHER CRAFT LN #450 CITY: WEBSTER STATE: TX ZIP: 77598 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nauticus Robotics, Inc. CENTRAL INDEX KEY: 0001849820 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 17146 FEATHERCRAFT LANE STREET 2: SUITE 450 CITY: WEBSTER STATE: TX ZIP: 77598 BUSINESS PHONE: 281-942-9069 MAIL ADDRESS: STREET 1: 17146 FEATHERCRAFT LANE STREET 2: SUITE 450 CITY: WEBSTER STATE: TX ZIP: 77598 FORMER COMPANY: FORMER CONFORMED NAME: cleantech Acquisition Corp. DATE OF NAME CHANGE: 20210308 4 1 ownership.xml X0306 4 2022-10-07 0 0001849820 Nauticus Robotics, Inc. KITT 0001944857 Radford Nicolaus 17146 FEATHERCRAFT LANE SUITE 450 WEBSTER TX 77598 1 1 0 0 Chief Executive Officer Performance RSU 2022-10-07 4 A 0 288042 0.00 A Common Stock 288042 288042 D Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock, and vesting (i.e., forfeiture restriction termination) generally is subject to the reporting person remaining an employee or director of the Company, its affiliates or subsidiaries. 0% to 150% of these Performance RSUs may vest in two (2) equal installments on each of December 31, 2023 and December 31, 2024, based the Company's revenue, as reported on its audited income statement for the year ending December 31, 2022 ("Revenue"), relative to the Company's 2022 revenue as reported on its Form S-1 filed on September 9, 2022, as may be amended ("S-1 Revenue"). The percentage of Performance RSUs that may vest will be (i) at the Compensation Committee's (the "Committee") discretion if the Revenue is below $11 million; (ii) 50% if the Revenue is greater than or equal to $11 million, but less than S-1 Revenue; (iii) 100% if the Revenue is greater than or equal to the S-1 Revenue, but less than 115% of S-1 Revenue; (iv) 115% if the Revenue is greater than or equal to 115% of S-1 Revenue, but less than 125% of S-1 Revenue; (v) 125% if the Revenue is greater than or equal to 125% of S-1 Revenue, but less than 150% of S-1 Revenue; (vi) 150% if the Revenue is greater than or equal to 150% of S-1 Revenue. /s/ Nicolaus Radford, by M. Dilshad Kasmani as Attorney-in-Fact 2022-10-12