Nauticus Robotics (KITT) Form 3 Nauticus Robotics / LIMITED/NV SCHLUMBERGER ownership change

SEC Form 3

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^*

SCHLUMBERGER LIMITED/NV

(Last) (First) (Middle)

5599 SAN FELIPE, 17TH FLOOR

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/09/2022

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)

	Form filed by One Reporting Person
X	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, $0.0001 par value(1)	8,682,920(1)	D(2)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

SCHLUMBERGER LIMITED/NV

(Last) (First) (Middle)

5599 SAN FELIPE, 17TH FLOOR

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Schlumberger B.V.

(Last) (First) (Middle)

PARKSTRAAT 83

(Street)

THE HAGUE P7 2514 JG

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Schlumberger Holdings Corp

(Last) (First) (Middle)

300 SCHLUMBERGER DRIVE

(Street)

SUGAR LAND TX 77478

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Schlumberger Technology Corp

(Last) (First) (Middle)

300 SCHLUMBERGER DRIVE

(Street)

SUGAR LAND TX 77478

(City) (State) (Zip)

Explanation of Responses:

1. Excludes the 1,981,164 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, 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 reporting person's right to receive additional shares pursuant to this earn-out right became fixed and irrevocable on September 9, 2022, the effective date of the merger.

2. These securities are owned directly by Schlumberger Technology Corporation. Since Schlumberger Holdings Corporation controls Schlumberger Technology, Corporation, it is deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation. Since Schlumberger B.V. controls Schlumberger Holdings Corporation, it is deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation. Since Schlumberger N.V. (Schlumberger Limited) controls Schlumberger B.V., it may be deemed to beneficially own the Common Stock held directly by Schlumberger Technology Corporation.

Remarks:

	Schlumberger N.V. (Schlumberger Limited), By: /s/ Samantha Blons, Assistant Secretary	09/19/2022
	Schlumberger B.V., By: /s/ Eileen Hardell, Secretary	09/19/2022
	Schlumberger Holdings Corporation, By: /s/ Abraham Chemphil, Vice President	09/19/2022
	Schlumberger Technology Corporation, By: /s/ Arindam Bhattacharya, Vice President	09/19/2022
	** Signature of Reporting Person	Date
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