CLAQ SEC filings, in plain English
Everything cleantech Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 7 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Item 1.01 8-K of Nauticus Robotics, Inc. (Nasdaq: KITT). On August 12, 2026 the company entered into a Fourth Amendment to its Senior Secured Term Loan Agreement dated September 18, 2023 with each Lender, reducing the conversion price to $1.80 for the period ending August 13, 2026. The filing recounts the sequence: an initial conversion price of $6.00; an October 25, 2025 amendment to $1.76 for the period ending November 7, 2025; a Second Amendment on May 11, 2026 to $2.20 for the period ending May 21, 2026; and a Third Amendment on June 1, 2026 to $1.80 for the period ending June 15, 2026. Why it matters: This is the fourth temporary reduction of the conversion price below the $6.00 original, each open for a window of days: a lower conversion price means more shares per dollar of principal converted during that window. The filing states the window and the price, not the amount converted.
What changed: Q2 2026 10-Q of Nauticus Robotics, Inc. (Nasdaq: KITT). Cash fell to $1,372,758 at June 30, 2026 from $7,016,610 at December 31, 2025, with restricted cash of $604,291; total current assets were $4,066,030 versus $9,253,984 and total assets $35,929,509 versus $42,609,695, including goodwill of $9,600,745. Why it matters: Current liabilities of $30.5 million stand against current assets of $4.1 million, and cash fell about 80% over the half-year. Nearly all of the debt is convertible and held by a related party.
going-concern doubt, sponsor loans outstandingnothing moved · 2 with no prior record of ours
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $16Knot matched in this filing
The clause …“manner. Because of these factors, the Company believes that this creates substantial doubt about the Company's ability to continue as a going concern for a period of at least twelve months from the date these consolidated financial”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Nauticus Robotics, the Cleantech Acquisition Corp. successor, issued an Original Issue Discount Senior Secured Convertible Debenture due 2026 on July 20, 2026 in the aggregate principal amount of $1,500,000 to an institutional investor, convertible into 197,369 shares of common stock at a conversion price of $7.60. It was issued under the securities purchase agreement of November 4, 2024 on the same terms as the existing notes, matures on September 9, 2026 or earlier, and was unregistered in reliance on Section 4(a)(2) and Rule 506. Why it matters: A senior secured convertible with an original issue discount, maturing in under two months from issue, is short-dated rescue financing rather than growth capital — the company is drawing further tranches under a 2024 facility rather than raising new money on its own terms. The September 9, 2026 maturity means this $1.5 million has to be repaid or converted almost immediately, and being secured it ranks ahead of common holders. The $7.60 conversion price sets where the dilution lands if it converts.
What changed: Nauticus Robotics, Inc., the Cleantech Acquisition Corp. successor, filed a Certificate of Designations in Delaware on July 6, 2026 establishing up to 50,000 shares of Series D Convertible Preferred Stock, implementing its February 6, 2026 securities purchase agreement with Master Investment Group. The Series D carries a stated value of $1,000 per share, cumulative dividends at 10% a year, conversion rights into common stock subject to Nasdaq stockholder approval requirements, liquidation preferences, and redemption and voting rights. Why it matters: Up to 50,000 shares at a $1,000 stated value is a $50 million preferred authorisation ranking ahead of the common on liquidation, accruing 10% cumulative dividends that compound the claim whether or not they are paid. Conversion into common is capped only by Nasdaq's shareholder approval requirement, so the eventual share issuance depends on a vote rather than a fixed ceiling. For former CLAQ holders this preferred sits between them and any recovery, and it was created weeks before the company drew a further $1.5 million convertible note.
What changed: The registrant behind cleantech Acquisition Corp. furnished an updated investor presentation as Exhibit 99.1 under Item 7.01 on July 1, 2026, stating management intends to use it from time to time with investors and analysts and that it is also available at ir.nauticusrobotics.com. The report states the Item 7.01 information and the exhibit are furnished, not deemed filed under Section 18, and not incorporated by reference. Why it matters: No terms, obligations or capital structure change here. The investor-relations address identifies the operating company as Nauticus Robotics, which is the only new fact the report carries; the presentation itself is marketing material rather than a disclosure of new terms.
What changed: Nauticus Robotics, Inc., successor to cleantech Acquisition Corp., entered an exchange agreement on June 26, 2026 with an institutional holder under its September 18, 2023 senior secured term loan agreement. The holder agreed to exchange approximately $4.0 million of outstanding convertible term loans, including accrued interest and other amounts, into 4,800 shares of Series C convertible preferred stock carrying an aggregate stated value of approximately $4.8 million. The exchange relied on the Section 3(a)(9) exemption. Why it matters: Secured debt is being converted into convertible preferred at a stated value roughly 20% above the debt retired, so the holder is compensated for the exchange in preferred stated value rather than cash. The agreement also gives the holder the right to require further exchanges of remaining indebtedness under the term loan, so this is the first of a series the company does not control the timing of.
- What changed vs 2025-11-14going concern APPEAREDsponsor loan $2K → $16K
going-concern doubt, sponsor loans outstanding2 moved
- Going-concern doubt
- not statedstated
- Sponsor loans outstanding
- $2K$16K
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“manner. Because of these factors, the Company believes that this creates substantial doubt about the Company's ability to continue as a going concern for a period of at least twelve months from the date these consolidated financial”…
SpacBrain reads this as the sponsor has advanced $13,608 more.
The clause …“that the Loans are no longer outstanding, at a conversion rate equal to the outstanding principal amount of the Loans to be converted divided by a conversion price of $ 15,552 per share of Common Stock (the “Conversion Price”),”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Nauticus Robotics, Inc., the successor to CleanTech Acquisition Corp., called its 2026 annual meeting for May 27, 2026 at 10:00 am Central Time in person at 1550 Lamar Street, Suite 2000, Houston, Texas, record date April 15, 2026, with proxy materials expected to be available on or about April 17, 2026. Shareholders vote on six items including the election of two Class I directors. A quorum requires holders of 33.33% in voting power of the outstanding shares present or represented by proxy, with abstentions and broker non-votes counted as present. Why it matters: A one-third quorum with abstentions and broker non-votes counted toward it means the meeting can be constituted, and its six items decided, on very thin genuine participation. Holding the meeting in person in Houston rather than virtually further narrows who can attend and vote in the room. The CleanTech trust was released at the de-SPAC, so no redemption right or cash floor survives for legacy holders.
- What changed vs 2025-04-15going concern APPEARED
going-concern doubt, sponsor loans outstanding, combination deadline1 moved · 2 with no prior record of ours
- Going-concern doubt
- not statedstated
- Sponsor loans outstanding
- not previously extracted$2K
- Combination deadline
- 2025-02-10 · unchanged
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“manner. Because of these factors, the Company believes that this creates substantial doubt with the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon the”…
The clause …“that the Loans are no longer outstanding, at a conversion rate equal to the outstanding principal amount of the Loans to be converted divided by a conversion price of $1,944 per share of Common Stock (the “Conversion Price”), subject”…
The clause …“extended the deadline to demonstrate compliance with the listing rules to February 10, 2025. On February 18, 2025, the Company received a letter from Nasdaq confirming that the Company has demonstrated compliance with the Nasdaq”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.