FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
RCB EQUITIES 1, LLC

(Last) (First) (Middle)
5862 W. 3RD STREET

(Street)
LOS ANGELES CA 90036

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Nauticus Robotics, Inc. [ KITT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
COMMON STOCK 09/30/2026   C   168,011 (3) A $ 1.488 293,091 (4) D  
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
SENIOR SECURED TERM LOAN (09/23/2023, AS AMENDED) $ 1.488 09/30/2026   C   $ 250,000     (1)   (2) COMMON STOCK, $0.0001 PAR VALUE 168,011 $ 1.488 $ 1,050,000 (5) D  
Explanation of Responses:
1. Immediately upon notice
2. None
3. On September 30, 2026, RCB Equities #1, LLC converted $250,000 of the outstanding principal under the Senior Secured Term Loan Agreement dated September 18, 2023 (as amended by the Sixth Amendment dated September 30, 2026) into 168,011 shares of Common Stock at a conversion price of $1.488 per share. The conversion price of $1.488 per share was available for conversion notices delivered from September 30, 2026, through and including October 2, 2026. Prior to this conversion, RCB Equities #1, LLC beneficially owned approximately 125,080 shares of Common Stock.
4. On September 24, 2026, Issuer effected a 1 for 6 reverse stock split. Prior to the reverse stock split, RCB Equities #1, LLC beneficially owned approximately 750,843 shares of Common Stock.
5. Following the September 30, 2026 conversion of $250,000 of the Senior Secured Term Loan, the remaining outstanding balance of the term loan is subject to confirmation from the loan records.
BRIAN ISAAC DROR 10/01/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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