Yamokoski John

SEC source: 0001849820-25-000016 · wk-form4_1736376402.xml · derivative · entry 2

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 1,122 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Each Performance Restricted Stock Unit ("PSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock

F3 · derivative.exercise_date: PSUs vested 50% 12/31/2023; and 50% on 12/31/2024

F3 · derivative.expiration_date: PSUs vested 50% 12/31/2023; and 50% on 12/31/2024

F1 · derivative.underlying_shares: Adjusted to reflect 1 for 36 reverse stock split on July 18, 2024

SEC source: 0001849820-25-000016 · wk-form4_1736376402.xml · nonDerivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,854

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · balance_after: Adjusted to reflect 1 for 36 reverse stock split on July 18, 2024

SEC source: 0001213900-24-000969 · ownership.xml · nonDerivative · entry 2

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 746,543

F1 · kind: Sell-Cover; cash proceeds delivered to the issuer to satisfy tax withholding. Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock, and vesting (i.e., forfeiture restriction termination) generally is subject to the reporting person remaining an employee or director of the Company, its affiliates or subsidiaries.

SEC source: 0001213900-24-000969 · ownership.xml · derivative · entry 3

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 79,212

Underlying: Common Stock · 79,212 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Sell-Cover; cash proceeds delivered to the issuer to satisfy tax withholding. Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock, and vesting (i.e., forfeiture restriction termination) generally is subject to the reporting person remaining an employee or director of the Company, its affiliates or subsidiaries.

F2 · derivative.exercise_date: 0% to 150% of these Performance RSUs may vest in two (2) equal installments on each of December 31, 2023 and December 31, 2024, based the Company's revenue.

F2 · derivative.expiration_date: 0% to 150% of these Performance RSUs may vest in two (2) equal installments on each of December 31, 2023 and December 31, 2024, based the Company's revenue.

SEC source: 0001213900-24-000969 · ownership.xml · nonDerivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 757,367

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Sell-Cover; cash proceeds delivered to the issuer to satisfy tax withholding. Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock, and vesting (i.e., forfeiture restriction termination) generally is subject to the reporting person remaining an employee or director of the Company, its affiliates or subsidiaries.

SEC source: 0001213900-23-038514 · ownership.xml · nonDerivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 716,969

SEC source: 0001213900-23-037041 · ownership.xml · derivative · entry 2

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 9,706 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock.

F2 · derivative.exercise_date: On April 3, the reporting person was granted 9,706 RSUs, all of which vested on May 3, 2023.

F2 · derivative.expiration_date: On April 3, the reporting person was granted 9,706 RSUs, all of which vested on May 3, 2023.

SEC source: 0001213900-23-037041 · ownership.xml · nonDerivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 720,051

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock.

SEC source: 0001213900-23-027747 · ownership.xml · derivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 9,706

Underlying: Common Stock · 9,706 shares

Expires not disclosed

F1 · derivative.exercise_price: Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock.

F2 · derivative.exercise_date: 100% of the RSUs vest on May 3, 2023.

F2 · derivative.expiration_date: 100% of the RSUs vest on May 3, 2023.

SEC source: 0001213900-22-063550 · ownership.xml · derivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 158,424

Underlying: Common Stock · 158,424 shares

Expires not disclosed

F1 · derivative.exercise_price: Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2022 Omnibus Incentive Plan and represents a contingent right to receive one share of common stock, and vesting (i.e., forfeiture restriction termination) generally is subject to the reporting person remaining an employee or director of the Company, its affiliates or subsidiaries.

F2 · derivative.exercise_date: 0% to 150% of these Performance RSUs may vest in two (2) equal installments on each of December 31, 2023 and December 31, 2024, based the Company's revenue, as reported on its audited income statement for the year ending December 31, 2022 ("Revenue"), relative to the Company's 2022 revenue as reported on its Form S-1 filed on September 9, 2022, as may be amended ("S-1 Revenue").

F3 · derivative.exercise_date: The percentage of Performance RSUs that may vest will be (i) at the Compensation Committee's (the "Committee") discretion if the Revenue is below $11 million; (ii) 50% if the Revenue is greater than or equal to $11 million, but less than S-1 Revenue; (iii) 100% if the Revenue is greater than or equal to the S-1 Revenue, but less than 115% of S-1 Revenue; (iv) 115% if the Revenue is greater than or equal to 115% of S-1 Revenue, but less than 125% of S-1 Revenue; (v) 125% if the Revenue is greater than or equal to 125% of S-1 Revenue, but less than 150% of S-1 Revenue; (vi) 150% if the Revenue is greater than or equal to 150% of S-1 Revenue.

F2 · derivative.expiration_date: 0% to 150% of these Performance RSUs may vest in two (2) equal installments on each of December 31, 2023 and December 31, 2024, based the Company's revenue, as reported on its audited income statement for the year ending December 31, 2022 ("Revenue"), relative to the Company's 2022 revenue as reported on its Form S-1 filed on September 9, 2022, as may be amended ("S-1 Revenue").

F3 · derivative.expiration_date: The percentage of Performance RSUs that may vest will be (i) at the Compensation Committee's (the "Committee") discretion if the Revenue is below $11 million; (ii) 50% if the Revenue is greater than or equal to $11 million, but less than S-1 Revenue; (iii) 100% if the Revenue is greater than or equal to the S-1 Revenue, but less than 115% of S-1 Revenue; (iv) 115% if the Revenue is greater than or equal to 115% of S-1 Revenue, but less than 125% of S-1 Revenue; (v) 125% if the Revenue is greater than or equal to 125% of S-1 Revenue, but less than 150% of S-1 Revenue; (vi) 150% if the Revenue is greater than or equal to 150% of S-1 Revenue.

SEC source: 0001213900-22-055766 · ownership.xml · nonDerivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 710,345

F1 · shares: The securities were acquired in connection with the business combination of CleanTech Acquisition Corp. ("CLAQ"), CleanTech Merger Sub, Inc., a wholly owned subsidiary of CLAQ, and Nauticus Robotics, Inc., dated December 16, 2021 and consummated on September 9, 2022.

SEC source: 0001213900-22-056035 · ownership.xml · derivative · entry 1

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 177,401

Underlying: Common Stock · 177,401 shares

Expires not disclosed

F1 · derivative.exercise_date: Reflects Earn-Out Shares issued in connection with the business combination of CleanTech Acquisition Corp. ("CLAQ"), CleanTech Merger Sub, Inc., a wholly owned subsidiary of CLAQ, and Nauticus Robotics, Inc. pursuant to the Merger Agreement dated December 16, 2021 and consummated on September 9, 2022 ("Merger Agreement"). Earn-Out Shares will be released as follows: (i) one-half will be released if, within a five-year period following the signing date of the Merger Agreement, the volume-weighted average price of the common stock equals or exceeds $15.00 per share, over any 20 trading days within a 30-day trading period; (ii) one-quarter will be released if, within a five-year period following the signing date of the Merger Agreement, the volume-weighted average price of common stock equals or exceeds $17.50 per share over any 20 trading days within a 30-day trading period; and (iii) one-quarter will be released if, within a five-year period following the signing date of the Merger Agreement, the volume-weighted average price of the common stock equals or exceeds $20.00 per share over any 20 trading days within a 30-day trading period. Any shares not eligible to be released within five years of December 16, 2021 will be forfeited and canceled. This amendment is being filed to include the Earn-Out Shares that were inadvertently omitted from the original Form 4 filed by the Reporting Person on September 13, 2022.

F1 · derivative.expiration_date: Reflects Earn-Out Shares issued in connection with the business combination of CleanTech Acquisition Corp. ("CLAQ"), CleanTech Merger Sub, Inc., a wholly owned subsidiary of CLAQ, and Nauticus Robotics, Inc. pursuant to the Merger Agreement dated December 16, 2021 and consummated on September 9, 2022 ("Merger Agreement"). Earn-Out Shares will be released as follows: (i) one-half will be released if, within a five-year period following the signing date of the Merger Agreement, the volume-weighted average price of the common stock equals or exceeds $15.00 per share, over any 20 trading days within a 30-day trading period; (ii) one-quarter will be released if, within a five-year period following the signing date of the Merger Agreement, the volume-weighted average price of common stock equals or exceeds $17.50 per share over any 20 trading days within a 30-day trading period; and (iii) one-quarter will be released if, within a five-year period following the signing date of the Merger Agreement, the volume-weighted average price of the common stock equals or exceeds $20.00 per share over any 20 trading days within a 30-day trading period. Any shares not eligible to be released within five years of December 16, 2021 will be forfeited and canceled. This amendment is being filed to include the Earn-Out Shares that were inadvertently omitted from the original Form 4 filed by the Reporting Person on September 13, 2022.

SEC source: 0001213900-22-055766 · ownership.xml · derivative · entry 2

Yamokoski John · CIK 0001944944 · Chief Technology Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 71,034

Underlying: Common Stock · 71,034 shares

Expires 2031-12-31

F2 · shares: Employee stock options were initially granted on December 16, 2021 under the 2015 Equity Incentive Plan. 25% of the options are exercisable on December 16, 2022, with the remainder being exercisable pro rata over the subsequent 36 months.

F2 · derivative.exercise_date: Employee stock options were initially granted on December 16, 2021 under the 2015 Equity Incentive Plan. 25% of the options are exercisable on December 16, 2022, with the remainder being exercisable pro rata over the subsequent 36 months.

F2 · derivative.expiration_date: Employee stock options were initially granted on December 16, 2021 under the 2015 Equity Incentive Plan. 25% of the options are exercisable on December 16, 2022, with the remainder being exercisable pro rata over the subsequent 36 months.

F2 · derivative.underlying_shares: Employee stock options were initially granted on December 16, 2021 under the 2015 Equity Incentive Plan. 25% of the options are exercisable on December 16, 2022, with the remainder being exercisable pro rata over the subsequent 36 months.

F2 · balance_after: Employee stock options were initially granted on December 16, 2021 under the 2015 Equity Incentive Plan. 25% of the options are exercisable on December 16, 2022, with the remainder being exercisable pro rata over the subsequent 36 months.