Nauticus Robotics, Inc. (NASDAQ: KITT) today announced that it will proceed with a 1-for-9 reverse stock split of its outstanding shares of common stock following approval by its Board of Directors and stockholders. This ratio is within the range approved by stockholders at the annual meeting of the Company’s shareholders held on June 25, 2025.

What is a Reverse Split?

A reverse stock split is a corporate action that reduces the number of outstanding shares of the corporation and proportionately increases their respective share price. In this case, Nauticus is implementing a 1-for-9 reverse stock split, meaning that every 9 shares of our Common Stock will be consolidated into one share and the share price will increase proportionally.

Why is Nauticus enacting the Reverse Split?

By reducing the number of shares, the per-share stock price of Nauticus’ Common Stock should increase proportionally. The primary objective of the Reverse Split is to increase the share price to comply with the minimum bid price required by The Nasdaq Capital Market. A higher share price can also make the stock more attractive to a broader range of investors, including institutional investors who may have minimum price thresholds for investments.

How will the Reverse Split affect current investors?

Every 9 shares of Nauticus Common Stock held by shareholders will be automatically combined into one share. Fractional shares will be rounded up to the nearest share. This adjustment will not change the ownership percentages of the company or change the overall value of Nauticus, and the share price should be adjusted accordingly. Current shareholders will retain the same ownership percentage in Nauticus as before the Reverse Split.

When will the Reverse Split be effective?

The reverse stock split is expected to become effective on September 05, 2025. After-market trading of shares in Nauticus’ Common Stock is expected to be suspended temporarily at 7:50 p.m. Eastern Time on September 04, 2025. Nauticus expects the Common Stock will begin trading on a post-split basis at the market open on September 05, 2025 under the symbol “KITT” with the new CUSIP number 63911H 306.

Do shareholders need to take any action in connection with the Reverse Split?

Shareholders holding their shares electronically in book-entry form are not required to take any action to receive the post-split shares. Shareholders who hold certificated shares will receive instructions from Continental Stock Transfer and Trust, our transfer agent who is acting as the exchange agent for the Reverse Split.

Where can I find additional information?

Additional information about the Reverse Split can be found in Nauticus’ definitive proxy statement (Form DEF 14A) filed with the U.S. Securities and Exchange Commission on April 29, 2025.

About Nauticus Robotics

Nauticus Robotics, Inc. develops autonomous robots for the ocean industries. Autonomy requires the extensive use of sensors, artificial intelligence, and effective algorithms for perception and decision allowing the robot to adapt to changing environments. The company’s business model includes using robotic systems for service, selling vehicles and components, and licensing of related software to both the commercial and defense business sectors. Nauticus has designed and is currently testing and certifying a new generation of vehicles to reduce operational cost and gather data to maintain and operate a wide variety of subsea infrastructure. Besides a standalone service offering and forward-facing products, Nauticus’ approach to ocean robotics has also resulted in the development of a range of technology products for retrofit/upgrading traditional ROV operations and other third-party vehicle platforms. Nauticus’ services provide customers with the necessary data collection, analytics, and subsea manipulation capabilities to support and maintain assets while reducing their operational footprint, operating cost, and greenhouse gas emissions, to improve offshore health, safety, and environmental exposure. https://nauticusrobotics.com/

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