Nauticus Robotics, Inc.
For the period ended Jun 30, 2025. Filed Aug 11, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 11, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-14.
0001849820-25-000128
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-11.
0001849820-25-000211
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 33 previous paragraphs and 52 current paragraphs.
12 unchanged; 18 reworded; 22 added; 3 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (22)
Current report
Our flagship autonomous vehicle, AQUANAUT®, provides advantages over conventionally tethered ROVs and traditional AUVs. Leveraging advanced thruster configurations, a streamlined hull, and integrated electric manipulation, AQUANAUT® performs complex subsea tasks with efficiency, precision, and minimal surface support. Nauticus ToolKITT™—our intelligent control and autonomy software—extends this capability across platforms, enabling robots to sense, decide, and act autonomously. Nauticus ToolKITT™ has already been deployed on third-party ROVs and is gaining traction as a transformative solution for inspection, maintenance, and intervention services. The Olympic Arm™ is a fully electric subsea manipulator designed for complex intervention tasks on both work-class ROVs and AQUANAUT® . Its patented electric actuators replace traditional hydraulic systems.
Current report
The strategic acquisition of SeaTrepid. finalized on March 20, 2025, intends to expand our operational fleet, enhance service capacity, and open cross-selling opportunities by integrating Nauticus ToolKITT™ into SeaTrepid’s operations. The combined portfolio sets a new standard for efficiency, performance, and flexibility in subsea services.
Current report
Recent Developments
Current report
We entered 2025 with significant momentum, strengthened by both strategic execution and market adoption:
Current report
•Operational Deployments– We successfully launched the 2025 offshore season with multiple ROV deployments, including a long-term drill support contract in the Gulf of Mexico and environmental operations off the U.S. East Coast. AQUANAUT® is now integrated into commercial operations, marking a critical milestone in its path to scaled revenue.
Current report
•Industry Recognition – Our technology received significant visibility at leading industry conferences. AQUANAUT® was featured in a technical paper presented by a supermajor at the Offshore Technology Conference, while our leadership team contributed to panels at both the DeepStar Technology Symposium and the Louisiana Energy Conference. These appearances highlight our growing influence as a thought leader in subsea autonomy.
Current report
•Integration Progress – SeaTrepid integration is delivering tangible results. The combined ROV and AQUANAUT® fleet is enabling us to engage a broader customer base, increase utilization, and expand into new geographies.
Current report
•Strategic Partnerships – We announced a collaboration with Open Ocean Robotics to pair AQUANAUT® with solar-powered uncrewed surface vessels, combining persistent surface monitoring with subsea autonomy to unlock cost-efficient, lower-carbon solutions. Additionally, we signed a multi-year master services agreement with Advanced Ocean Systems (AOS) to test integrated subsea and surface autonomy solutions, further expanding our innovation ecosystem.
Current report
Market Environment and Outlook
Current report
The offshore energy market remains robust, with vessel and subsea asset utilization in the Gulf of Mexico near multi-year highs. While the North American offshore wind sector experienced temporary delays due to policy shifts, recent easing of restrictions has revived select opportunities, and we are actively mobilizing for new wind-farm projects.
Current report
Adoption of autonomous subsea robotics is accelerating, driven by customer priorities around safety, efficiency, and data quality. Energy operators are increasingly leading this innovation push, creating tailwinds for advanced solutions like AQUANAUT® and Nauticus ToolKITT™.
Current report
Defense sector engagement is also gaining momentum, with increased activity at the prime contractor level. While awards typically flow first to larger primes, we are strategically positioned through partnerships, such as our alliance with Leidos, to participate in future contracts.
Current report
Overall, our near-term pipeline is stronger than ever, supported by active contracts, prospective projects in multiple basins, and international interest in our autonomous services.
Current report
Operational Performance and Product Advancement
Current report
Service revenue in the quarter was driven primarily by SeaTrepid’s ROV operations, now fully integrated into Nauticus. Importantly, cross-selling is beginning to take hold, as SeaTrepid’s customers express interest in AQUANAUT®, the Olympic Arm™, and Nauticus ToolKITT™.
Current report
AQUANAUT® is now mobilized with one of our ROVs on an active commercial environmental contract. While we addressed certain hardware refinements this quarter to improve reliability and uptime, these improvements are expected to yield stronger margins and consistent performance going forward.
Current report
Nauticus ToolKITT™ is approaching full commercial deployment. The first commercial release is ready for external testing, and we are advancing discussions with customers to integrate ToolKITT™ onto their own ROV fleets.
Current report
Finally, the Olympic Arm™ program continued to mature. Market demand for a compact, fully electric manipulator remains strong, and we intend to capitalize on that demand as development proceeds.
Current report
Conclusion
Current report
The first half of 2025 has been a period of decisive execution. We have integrated SeaTrepid, expanded our operational fleet, advanced AQUANAUT®, Nauticus ToolKITT™, and Olympic Arm™ toward full commercialization, and forged strategic alliances that extend our market reach.
Current report
With a strong ROV services pipeline, growing adoption of autonomous solutions, and AQUANAUT® revenue set to scale in the second half of the year, Nauticus is well positioned for growth. We remain focused on reliability, readiness, and disciplined capital deployment, confident that our strategy will unlock significant long-term value for our stakeholders.
Current report
Revenue. For the three and six months ended June 30, 2025, revenue increased $1,573,858 or 314% and $1,274,760 or 132%, respectively, as compared to the three and six months ended June 30, 2024, primarily driven by the additional activity from the SeaTrepid acquisition performed in March 20, 2025.
Removed paragraphs (3)
Previous report
To effectively enter markets dominated by legacy solutions, we have developed innovative and value-driven technologies. Our flagship autonomous fully electric vehicle, Aquanaut, provides advantages over conventionally tethered Remotely Operated Vehicles (ROVs) and untethered AUVs. Aquanaut represents the next generation of subsea robotics integrating eight independent thrusters to precisely propel and position a hull design to maximize efficiency and speed high-resolution data collection, and autonomous fully electric manipulation comparable to traditional ROV operations. ToolKITT is a sophisticated software platform that governs our suite of robotic products. It enables robots to perceive their environment, navigate in three dimensions, make autonomous decisions, and execute tasks with minimal human intervention. ToolKITT has been deployed on third party commercial ROVs and competing robotic platforms, enhancing our ability to offer advanced inspection and intervention services. This software also plays a critical role in next-generation inspection services, a key industry need for ensuring the integrity of subsea pipelines and offshore infrastructure. The Olympic Arm is a fully electric subsea manipulator designed for complex intervention tasks on both work-class ROVs and Aquanaut. Its patented electric actuators replace traditional hydraulic systems
Previous report
The strategic acquisition of SeaTrepid finalized on March 20, 2025 intends to integrate our AI-driven autonomy software, ToolKITT, into SeaTrepid's existing ROV fleet. We believe the combination will showcase unprecedented advancements in power efficiency and operational performance across the industry. The ability of ROVs and Aquanaut to seamlessly communicate at depth unlocks new service opportunities, enabling two autonomous systems to collaborate in delivering cutting-edge underwater solutions.
Previous report
Revenue. For the three months ended March 31, 2025, revenue decreased $299,098, 64%, respectively, as compared to the three months ended March 31, 2024, primarily driven by a reduction in government related contracts.
Reworded paragraphs (18)
Previous wording
Nauticus Robotics, Inc. (the “Company,” “our,” “us” or “we”) is a developer of ocean robots, cloud software and services delivered to the ocean industry. Our principal corporate offices are located in Webster, Texas. Our portfolio includes fully autonomous underwater vehicles ("AUVs"), robotic manipulators, an open robotic operating system, and related consulting and prototype services with a strong alignment to offshore energy and national security interests. Our technology solutions enable autonomous operations for both the commercial and defense sectors.
Current wording
Nauticus Robotics, Inc. (the “Company,” “our,” “us” or “we”) is a developer of ocean robots, cloud software and intelligent services that transform operations in offshore energy, environmental monitoring, and defense. Our principal corporate offices are located in Webster, Texas. Our portfolio includes fully autonomous underwater vehicles ("AUVs"), remotely operated vehicles (“ROVs”) electric robotic manipulators, and the Nauticus ToolKITT™ software platform. Our technology solutions position us at the forefront of the global shift toward autonomy.
Previous wording
Three months ended March 31, 2025, compared to three ended March 31, 2024
Current wording
Three and six months ended June 30, 2025, compared to three and six months ended June 30, 2024
Previous wording
Cost of revenue. For the three months ended March 31, 2025, cost of revenue decreased $854,998 or 41%, as compared to the three months ended March 31, 2024 driven by a reduction in revenue.
Current wording
Cost of revenue. For the three ended June 30, 2025, cost of revenue increased$628,649 or 22%as compared to the three months ended June 30, 2024 due to the additional revenue. For the six months ended June 30 2025, cost of revenue decreased $226,349 or 5%, as compared to the six months ended June 30, 2024 driven by cost control strategies.
Previous wording
Depreciation. For the three months ended March 31, 2025, depreciation increased $54,191, or 13%, respectively, as compared to the three months ended March 31, 2024, due to the increase in property and equipment.
Current wording
Depreciation. For the three and six months ended June 30, 2025, depreciation increased $162,977 or 40% and $217,168, or 26%, respectively, as compared to the three and six months ended June 30, 2024, due to the increase in property and equipment primarily related to the acquisition of SeaTrepid.
Previous wording
Research and development. For the three months ended March 31, 2025, research and development costs decreased $63,534, or 100%, respectively, compared to the three months ended March 31, 2024, due to the Company achieving technological feasibility in both hardware and software development and focusing on bringing its products to market.
Current wording
Research and development. For the six months ended June 30, 2025, research and development costs decreased $63,534, or 100%, respectively, compared to the six months ended June 30, 2024, due to the Company achieving technological feasibility in both hardware and software development and focusing on bringing its products to market. From April 1, 2024, no costs were classified as research and development.
Previous wording
General and administrative. For the three months ended March 31, 2025, general and administrative costs increased $879,676, or 26%, respectively, compared to the three months ended March 31, 2024, driven by the SeaTrepid acquisition.
Current wording
General and administrative. For the three and six months ended June 30, 2025, general and administrative costs increased 1,140,899 or 35% and $2,020,575, or 30%, respectively, compared to the three and six months ended June 30, 2024, driven by the SeaTrepid acquisition related costs as well as integration of their structure.
Previous wording
Other (income) expense, net. For the three months ended March 31, 2025, other expense is attributable to tax liabilities incurred in relation to activity in Brazil. For the three months ended March 31, 2024, other expense related primarily to proceeds received from the sale of expensed equipment.
Current wording
Other (income) expense, net. For the three months ended June 30, 2025, other expense is attributable to franchise tax liabilities incurred in relation to activity in Brazil. For the six months ended June 30, 2025, other expense related to prior year reimbursement of costs from client. For the three months ended June 30, 2024, other expense related primarily to franchise tax expense and taxes incurred from activity in Brazil. For the six months ended June 30, 2024, other expense related to franchise tax expense and taxes incurred from activity in Brazil partially offset by proceeds received from the sale of expensed equipment.
Previous wording
Gain on lease termination. For the three months ended March 31, 2024, a gain on lease termination of $15,365 was reported, primarily due to the reduction in leased office space in Norway.
Current wording
Gain on lease termination. For the three months ended June 30, 2024, a gain on lease termination of $8,532 was reported, relating to a second agreement to reduce leased office space in Norway. For the six months ended June 30, 2024, a gain on lease termination of $23,897 was reported, primarily due to the reduction in leased office space in Norway.
Previous wording
Loss on extinguishment of debt. For the three months ended March 31, 2024, a loss on the extinguishment of debt of $78,734,949 was reported driven by the Amendment and Exchange Agreement. See Note 7 "Notes Payable"
Current wording
Loss on extinguishment of debt. For the six months ended June 30, 2024, a loss on the extinguishment of debt of $78,734,949 was reported driven by the Amendment and Exchange Agreement. See Note 7 "Notes Payable".
Previous wording
Change in fair value of warrant liabilities. For the three months ended March 31, 2025 and 2024, the Company reported again in the fair value of warrant liabilities of $50,888 and $8,309,623, respectively.
Current wording
Change in fair value of warrant liabilities. For the three months ended June 30, 2025 the Company reported aloss in the fair value of warrant liabilities of$8,757; for the three months ended June 30 2024, the Company reported a gain in fair value of warrant liabilities $4,422,701. For the six months ended June 30, 2025 and 2024, the Company reported a gain in the fair value of warrant liabilities of $42,131 and $12,732,324, respectively.
Previous wording
Change in fair value of New Convertible Debentures. For the three ended March 31, 2024, a gain on the fair value of the new convertible debentures of $4,504,426 was reported.
Current wording
Change in fair value of New Convertible Debentures. For the three and six months ended June 30, 2024, a gain on the fair value of the new convertible debentures of $7,410,303 and $11,914,729 was reported respectively.
Previous wording
Change in fair value of November 2024 Debentures. For the three months ended March 31, 2025 a loss on the fair value of the new convertible debentures of $723,926 was reported.
Current wording
Change in fair value of November 2024 Debentures. For the three months ended June 30, 2025 a gain on the fair value of the new convertible debentures of ($187,866); for the six months ended June 30, 2025 a loss on the fair value of the new convertible debentures of $536,060 was reported.
Previous wording
Interest expense, net. For the three months ended March 31, 2025, interest expense, net decreased, $360,881 or 24% driven by interest on the convertible senior secured term loans.
Current wording
Interest expense, net. For the three months ended June 30, 2025, interest expense, net increased $43,892, or 4%, driven by interest on the convertible senior secured term loans. For the six months ended June 30, 2025, interest expense, net decreased, $316,989 or 12% driven by interest on the convertible senior secured term loans.
Previous wording
As of March 31, 2025, the Company had $10,054,304 of cash and cash equivalents.
Current wording
As of June 30, 2025, the Company had $2,663,404 of cash and cash equivalents.
Previous wording
Significant sources and uses of cash during the three months ended March 31, 2025.
Current wording
Significant sources and uses of cash during the six months ended June 30, 2025.
Previous wording
•The Company received net proceeds of $19,438,121 from equity financing attributable to the ATM share offering.
Current wording
•The Company received net proceeds of $19,403,540 from equity financing attributable to the ATM share offering.
Previous wording
•Cash used in operating activities was $6,649,883, of which $1,018,412 was used to increase working capital.
Current wording
•Cash used in operating activities was $14,006,452, of which $2,067,289 was used to increase working capital.
Previous wording
•Cash used in investing activities related to the acquisition of SeaTrepid of $3,871,992 and capital expenditures of $47,989.
Current wording
•Cash used in investing activities related to the acquisition of SeaTrepid of $3,871,992 and capital expenditures of $47,239.