Nauticus Robotics Inc 2026年季度报告

FORM 10-Q (Mark One)x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 001-40611 NAUTICUS ROBOTICS, INC.(Exact name of registrant as specified in its charter) Delaware85-1699753(State or other jurisdiction(IRS Employer of incorporation)Identification No.) 17146 FEATHERCRAFT LANE, SUITE 450,WEBSTER, TEXAS 77598 (Address of principal executive offices and zip code) (281) 942-9069(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports),and (2) has been subject to filing requirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act: If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) YesNo As of May12, 2026, the registrant had 5,002,925 shares of common stock outstanding. TABLE OF CONTENTS Part II — Other InformationItem 1.Legal Proceedings44Item 1A.Risk Factors44Item 2.Unregistered Sales of Equity Securities and Use of Proceeds44Item 3.Defaults upon Senior Securities44Item 4.Mine Safety Disclosures45Item 5.Other Information45Item 6.Exhibits45Signatures49 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (“Form 10-Q”) contains “forward-looking statements” within the meaning of Section 27A of theSecurities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the“Exchange Act”). Forward-looking statements appear in a number of places in this Form 10-Q including, without limitation, in thesection titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” In addition, any statementsthat refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions,are forward-looking statements. Forward-looking statements are typically identified by words such as “plan,” “believe,” “expect,”“anticipate,” “intend,” “outlook,” “estimate,” “forecast,” “project,” “continue,” “could,” “may,” “might,” “possible,” “potential,”“predict,” “should,” “would” and other similar words and expressions, but the absence of these words does not mean that a statementis not forward-looking. The forward-looking statements are based on the current expectations of our management and are inherently subject to uncertaintiesand changes in circumstances and their potential effects and speak only as of the date such statements are made. These forward-looking statements involve a number of risks, uncertainties or other assumptions that may cause actual results or performance to bematerially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, butare not limited to, those described in “Item 1A. Risk Factors” and other sections in the Annual Report on Form 10-K filed by us onApril 15, 2026, and in our prospectus or any prospectus supplement which are on file with the Securities and Exchange Commission. These and other factors could cause actual results to differ from those implied by the forward-looking statements. Forward-lookingstatements are not guarantees of performance and speak only as of the date hereof. There can be no assurance that future developmentswill be those that have been anticipated or that we will achieve or realize these plans, intentions, or expectations. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by theforegoing cautionary statements. We undertake no obligation