Nauticus Robotics cuts term loan conversion price to $1.488

Nauticus Robotics, Inc. has entered into a Sixth Amendment to its Senior Secured Term Loan Agreement, reducing the conversion price to $1.488 for the period ending October 2, 2026. The company disclosed the change in a Form 8-K filed with the Securities and Exchange Commission on October 1, 2026.

The amendment was executed on September 30, 2026, with each lender party to the original agreement dated September 18, 2023. The filing also includes a Collateral Agent Acknowledgment and Consent signed by ATW Special Situations Management LLC, which serves as the collateral agent for the loan. Under the terms of the agreement, the lenders agreed to make loans to Nauticus Robotics that are convertible into shares of the company's common stock, initially at a conversion price of $6.00.

The reduction to $1.488 marks the latest in a series of adjustments to the conversion price. The company previously amended the agreement on multiple occasions throughout 2025 and 2026. On October 25, 2025, the conversion price was reduced to $1.76 for the period ending November 7, 2025. Subsequent amendments lowered the price to $2.20 in May 2026, $1.80 in June 2026, and $1.80 again in August 2026.

In addition to adjusting the conversion price, the company extended the maturity date of the term loan. Between September 15 and September 17, 2026, Nauticus Robotics entered into separate Fifth Amendments with each lender, dated as of September 14, 2026. These amendments extended the maturity date of the Term Loan Agreement to January 31, 2028.

The current filing states that any amendment reducing the conversion price is only effective for a specific lender with that lender's written consent. The full text of the Sixth Amendment and the Consent is filed as Exhibits 10.1 and 10.2 to the report. Michael A. Ferrier, General Counsel of Nauticus Robotics, signed the document on behalf of the registrant.

Nauticus Robotics is an emerging growth company as defined by the Securities Act of 1933 and has elected not to use the extended transition period for complying with new or revised financial accounting standards. The company's common stock and warrants trade on The Nasdaq Stock Market LLC under the symbols KITT and KITTW, respectively.