John Symington
About John Symington
John Symington serves as General Counsel and Corporate Secretary of Nauticus Robotics (KITT) since August 2024; he previously held senior legal roles at Frank’s International, Seadrill, Enventure Global Technology, and Schlumberger, and practiced law as Of Counsel at Selman, Munson & Lerner in Houston before joining Nauticus . He holds a Juris Doctor from the University of Texas School of Law and a Bachelor of Arts from Duke University, with international experience in the UK, Venezuela, and Brazil and fluency in Spanish and Portuguese . In his role, he regularly signs SEC filings and corporate agreements on behalf of the company, reflecting responsibility for capital markets transactions, listing compliance, and financing documentation .
Company performance indicators during his tenure
| Metric | FY 2023 | FY 2024 | Q1 2025 | Q2 2025 | Q3 2025 |
|---|---|---|---|---|---|
| Revenue ($USD) | $6,606,352 | $1,807,472 | $165,256 | $2,075,566 | $1,976,795 |
| Operating Loss ($USD) | $(55,097,723) | $(23,114,897) | $(5,863,763) | $(6,371,227) | $(5,877,920) |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Frank’s International N.V. | EVP, General Counsel, Secretary & Chief Compliance Officer | 2018–2021 | Led legal/compliance for a public energy services company |
| Seadrill Limited and affiliates (Seadrill Partners, North Atlantic Drilling, Sevan Drilling) | Various legal roles; General Counsel of Seadrill Management Limited | 2008–2015; GC 2013–2015 | Chief legal officer across multiple listed offshore drilling entities |
| Enventure Global Technology | General Counsel | 2003–2007 | Legal leadership for expandable well casing provider |
| Schlumberger Limited | Legal department roles | 1990–2000 | Corporate/international legal practice in diversified OFS |
| Selman, Munson & Lerner, PC | Of Counsel | 2021–2024 | Private practice advising on corporate and securities matters |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Selman, Munson & Lerner, PC (private law firm) | Of Counsel | 2021–2024 | Provided corporate/securities legal counsel prior to joining Nauticus |
| Seadrill-affiliated public entities | Chief legal officer roles | 2013–2015 | Oversaw legal/compliance across multiple listed offshore drilling affiliates |
Fixed Compensation
| Item | 2024 | Notes |
|---|---|---|
| Base salary (offer letter) | $300,000 | Initial annual base salary as General Counsel |
| Salary actually paid (2024) | $109,615 | Reflects partial-year service starting Aug 2024 |
| Target bonus % | 50% of base salary | At Compensation Committee discretion |
| Actual bonus paid (2024) | $10,000 | Discretionary bonus for 2024 service |
Performance Compensation
The company did not establish formal short- or long-term incentive performance metrics during 2024 due to a management transition; incentives were expected to be re-established in Q2 2025, and 2024 awards were discretionary .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| 2024 STI (discretionary) | N/A | Not set | Individual performance basis | $10,000 | Cash; no vesting |
| 2024 LTI for General Counsel | N/A | Not set | No 2024 LTI beyond offer terms | N/A | N/A |
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Beneficial ownership (Apr 11, 2025) | 0 shares; not listed with holdings in the April 2025 proxy ownership table |
| Beneficial ownership (Sept 22, 2025) | Not reported (indicated as “—”) in the Sept 2025 special meeting proxy |
| Sign-on equity (offer letter) | 210,000 shares of common stock vesting over five years (the “Initial Award”) |
| Executive ownership guidelines | Not disclosed for executives; directors have RSU grants and retainers |
| Hedging/pledging | Company policy prohibits hedging and pledging for directors, officers, and employees; none pledged by current officers/directors |
| Clawback policy | Dodd-Frank restatement recoupment policy adopted Nov 7, 2023; recovery applies to performance-based pay on restatements |
Employment Terms
| Term | Provision |
|---|---|
| Role and start date | General Counsel and Corporate Secretary since August 2024 |
| Base salary | $300,000 initial annual base |
| Target bonus | 50% of base salary, at Committee discretion |
| Sign-on equity | Initial Award of 210,000 common shares vesting over five years |
| Severance (individual offer) | 6 months of continued base salary if terminated without cause or for good reason (subject to release) |
| Change-of-control (individual) | If Initial Award not fully granted and termination within 12 months of CoC, a cash award equal to value of remaining Initial Award shares |
| Company-wide severance plan | CEO: 18 months; other C-suite: 12 months post two-year applicability, with CoC pro-rata bonus and accelerated vesting; currently applicable to CEO only |
| Anti-hedging/pledging | Prohibited for insiders |
| Clawback | Dodd-Frank aligned recoupment for restatements |
| Non-compete / non-solicit | Not disclosed |
Investment Implications
- Alignment and ownership: Symington’s 2024 cash compensation was modest with a discretionary $10,000 bonus and partial-year salary; his offer provides a five-year vesting equity award, but proxy ownership tables do not list common share holdings for him as of April and September 2025, indicating limited near-term “skin in the game” while equity vests over time .
- Retention and severance: Individual severance is 6 months of base salary (below typical C-suite norms), and a change-of-control cash make-whole applies only if the Initial Award is not fully granted and termination occurs within 12 months of a CoC; company-wide CoC protections beyond CEO are limited currently, reducing guaranteed payouts and potentially supporting retention at lower cost .
- Incentive design and pay-for-performance: The company did not set formal 2024 performance metrics, with incentives expected to be re-established in 2025; this limits direct pay-for-performance linkage for 2024 but should improve once the Compensation Committee reinstates structured metrics .
- Execution risk context: During 2024–2025 the company experienced depressed revenues (FY 2024: $1.81M vs $6.61M in 2023) and ongoing operating losses, with quarterly revenues improving in 2025; Symington’s frequent execution of financing and listing-related filings underscores a legal focus on capital access and compliance amid restructuring dynamics, which can affect insider selling pressure and governance scrutiny .