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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Nauticus Robotics, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
63911H207 (CUSIP Number) |
Au Wing Sze 31/F Tower Two Time Square, 1 Matheson Street Causeway Bay Hong Kong, K3, 0000000 28220114 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
01/06/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 63911H207 |
| 1 |
Name of reporting person
Inkeverse Group Ltd | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
556,042.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
8.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
Nauticus Robotics, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
17146 FEATHERCRAFT LANE, SUITE 450, WEBSTER,
TEXAS
, 77598. |
| Item 2. | Identity and Background |
| (a) | Inkeverse Group Limited |
| (b) | 31/F Tower Two Times Square 1 Matheson Street Causeway Bay Hong Kong |
| (c) | Inkeverse Group Limited is principally engaged in the operations of mobile live streaming platforms in the PRC and are considered to be engaged in the provision of value-added telecommunications services, internet cultural services, online audio and video program services and talent agency services. |
| (d) | During the past 5 years, Inkeverse Group Limited has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | During the past 5 years, Inkeverse Group Limited has not been a party to any civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | Cayman Islands |
| Item 3. | Source and Amount of Funds or Other Consideration |
All of the shares of Common Stock were acquired using Inkeverse Group Limited's working capital. They were purchased on the exchange through brokerage accounts on 6 January 2025. No loans were involved in these purchases. | |
| Item 4. | Purpose of Transaction |
Inkeverse Group Limited purchased these shares for the purposes of investment in the Issuer's common stock. Inkeverse Group Limited does not have any present plans or proposals that would relate to or result in transactions described in clauses (a) through (j) of Item 4 of Schedule 13D. However, Inkeverse Group Limited reserves the right to formulate in the future plans or proposals which may relate to or result in the transactions described in clauses (a) through (j) of Item 4 of Schedule 13D.
Inkeverse Group Limited may, from time to time, purchase additional securities in the open market or privately-negotiated transactions depending on his evaluation of the Issuer's business, prospects, financial condition and
other opportunities available to it. Inkeverse Group Limited may also decide to hold or dispose of all or part of its
investments in securities of the Issuer and/or enter into derivative transactions with institutional counter parties with respect to the Issuer's securities, including actions that may involve one or more of the types of transactions described in clauses (a) through (j) of Item 4 of Schedule 13D | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of the date of this Schedule, Inkeverse Group Limited beneficially owns an aggregate of 556,042 shares of
Common Stock, or 8.68% of the Issuer's outstanding shares of Common Stock. The beneficial ownership percentages used in this Schedule are calculated based on the 6,407,475 shares outstanding as of the Issuer's 10-Q quarterly report filed on November 12, 2024. |
| (b) | As of the date of this Schedule, Inkeverse Group Limited has sole voting and dispositive power over the 556,042 shares of Common Stock. |
| (c) | Except as described in Items 3, 4 and 5 of this Schedule, which descriptions are incorporated herein by reference, the Reporting Person has not effected any transactions in the Common Stock during the past 60 days. |
| (d) | Except as disclosed in Item 2, no person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any securities covered by this Schedule. |
| (e) | Not applicable |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
As of the filing date of this Schedule, Inkeverse Group Limited is not involved in any contracts, arrangements, under
standings or relationships related to any securities of the Issuer. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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