SEC Info - Transocean Inc. - ‘3’ for 9/9/22 re: Nauticus Robotics, Inc.

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

TRANSOCEAN INC

(Last)

(First)

(Middle)

36C DR. ROYS DRIVE

BERMUDA HOUSE, 4TH FLOOR

(Street)

GRAND CAYMAN

KY1-1003

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
9/9/22

3. Issuer Name and Ticker or Trading Symbol
Nauticus Robotics, Inc. [ KITT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value U.S. $0.0001 ⁽¹⁾	11,159,695 ⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

(1) Consists of (i) 8,329,492 shares of Common Stock that the Reporting Person received following the completion of the business combination on September 9. 2022 pursuant to that certain Merger Agreement, dated as of December 16, 2021, as amended on January 30, 2022 and June 6, 2022, by and among CleanTech Acquisition Corp., CleanTech Merger Sub, Inc., Nauticus Robotics, Inc., and Nicolaus Radford, solely in his capacity as the stockholder representative (the "Merger Agreement"), as merger consideration, (ii) 2,080,203 additional shares of Common Stock that the Reporting Person has the right to receive if, on or before September 9, 2027, the Common Stock meets or exceeds certain target prices as set forth in the Merger Agreement, and (iii) 750,000 shares purchased by the Reporting Person pursuant to subscription agreements that were entered into during a private placement which was consummated concurrently with the business combination.

	/s/ Daniel Ro-Trock, Assistant Secretary	9/23/22
	** 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 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Transocean Inc. – ‘3’ for 9/9/22 re: Nauticus Robotics, Inc.

On: Friday, 9/23/22, at 5:33pm ET · For: 9/9/22 · As: 10% Owner · Accession #: 1415889-22-9914 · File #: 1-40611

Previous ‘3’: ‘3’ on / for 2/4/04 · Latest ‘3’: This Filing

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34

Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Transocean Inc. – ‘3’ for 9/9/22 re: Nauticus Robotics, Inc.

On: Friday, 9/23/22, at 5:33pm ET · For: 9/9/22 · As: 10% Owner · Accession #: 1415889-22-9914 · File #: 1-40611

Previous ‘3’: ‘3’ on / for 2/4/04 · Latest ‘3’: This Filing

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34

Filing Table of Contents