UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~October~~January 1430, ~~2025~~2026

~~SPRING~~Spring ~~VALLEY ACQUISITION~~Valley ~~CORP~~Acquisition Corp. II

(Exact name of ~~registrant~~Registrant as specified in ~~its~~ its charter)

Cayman Islands	001-41529	98-1579063
Delaware	001-41529	98-1579063
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2100 McKinney Ave., Suite 1675 Dallas, TX		75201
2100 McKinney Ave, Suite 1675 Dallas, TX		75201
(Address of principal executive offices)		(Zip Code)

~~Registrant’s~~ ~~telephone number, including area code:~~ (214) 308-5230

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨x    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Units, each consisting of one Class A ordinary share, $0.0001 par value, one right and one-half of one redeemable public warrant	~~SVIIU~~SVIUF	~~The Nasdaq Stock Market LLC~~OTC
Class A ordinary shares, par value $0.0001 per share	~~SVII~~SVIIF	~~The Nasdaq Stock Market LLC~~OTC
Rights included as part of the units to acquire one-tenth (1/10) of one Class A ordinary share	~~SVIIR~~SVIRF	~~The Nasdaq Stock Market LLC~~OTC
Redeemable public warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50	~~SVIIW~~SVIWF	~~The Nasdaq Stock Market LLC~~OTC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 37.01 ~~Notice~~Regulation ofFD ~~Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing~~Disclosure.

OnAs ~~October~~previously 14disclosed, on September 29, 2025, Spring Valley Acquisition Corp. II, ~~(the “Company”) received~~ a ~~written~~Cayman ~~notice~~Islands ~~(the~~exempted ~~“Notice”) from~~company ~~the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market~~ (“~~Nasdaq~~SVII”), ~~that~~Spring ~~the~~Valley ~~Company's~~Merger ~~securities~~Sub ~~will~~II, beInc., ~~delisted~~a ~~from~~Nevada ~~The~~corporation, ~~Nasdaq~~Eagle ~~Stock~~Energy ~~Market~~Metals byCorp., ~~reason~~a ofNevada ~~the~~corporation ~~failure~~(“Eagle”), ofEagle ~~the~~Nuclear ~~Company~~Energy toCorp., ~~complete~~a ~~its initial business combination by~~Nevada ~~October~~corporation ~~12, 2025~~ (36“New ~~months from the effectiveness of its IPO registration statement~~Eagle”) ~~as required by IM-5101-2. Accordingly~~, ~~trading in~~Spring ~~the~~Valley ~~Company's~~Merger ~~Class~~Sub ~~A Ordinary Shares~~III, ~~Warrants,~~Inc. ~~Rights~~entered ~~and~~into ~~Units~~an ~~will~~Amended beand ~~suspended~~Restated atAgreement ~~the~~and ~~opening~~Plan of ~~business on October 21, 2025~~Merger ~~and~~(the a“A&R ~~Form~~Merger ~~25-NSE~~Agreement”) ~~will~~pursuant beto ~~filed~~which ~~by Nasdaq with~~ the ~~Securities~~parties ~~and~~thereto ~~Exchange Commission, which~~ will ~~remove~~enter ~~the~~into ~~Company’s~~a ~~securities from~~business ~~listing~~combination ~~and registration on~~ transaction (the ~~Nasdaq~~“Business ~~Stock Market~~Combination”).

~~Notwithstanding~~On ~~the~~February ~~delisting of~~2, ~~the Company's securities from Nasdaq~~2026, itNew ~~remains~~Eagle and ~~the~~Eagle ~~intention~~issued ofa ~~the~~joint ~~Company~~press torelease ~~continue~~announcing ~~to pursue an initial business combination as well as~~ the ~~listing~~effectiveness of the ~~post-combination~~Registration ~~company’s~~Statement ~~securities~~ on ~~Nasdaq~~Form inF-4 ~~connection~~(File ~~therewith~~No. ~~However,~~333-290631) ~~there can be no~~(as ~~assurance~~amended, ~~that~~the an“Registration ~~initial~~Statement”), ~~business~~filed ~~combination~~by ~~will~~New ~~ultimately~~Eagle beand ~~successful or that the post~~co-~~combination~~registrant ~~company's~~Eagle ~~securities will ultimately be listed on Nasdaq~~ in connection ~~therewith.~~with ~~The~~the ~~Company~~Business ~~will~~Combination. A ~~remain~~copy aof ~~reporting entity under~~ the ~~Securities~~press ~~Exchange~~release ~~Act~~is offurnished ~~1934,~~herewith as ~~amended,~~ ~~with~~Exhibit ~~respect~~99.1 to ~~continued~~this ~~disclosure~~Current ofReport ~~financial~~ and ~~operational~~incorporated ~~information~~herein by reference.

The foregoing (including Exhibit 99.1 to this Current Report) and the information set forth therein are being furnished pursuant to Item 57.0301 ~~Amendments~~and shall not be deemed to be ~~Articles~~“filed” for purposes of ~~Incorporation~~Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or ~~Bylaws;~~otherwise ~~Change~~be subject to the liabilities of that section, nor shall they be deemed to be incorporated by reference in ~~Fiscal~~any ~~Year~~filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act.

On October 15, 2025, the Company held an extraordinary general meeting of shareholders of the Company (the “Meeting”) to vote on a proposal (the “Extension Amendment Proposal”) to amend, by way of special resolution, the Company’s amended and restated memorandum and articles of association, as previously amended by the Second Amendment to the Amended and Restated Articles, dated November 14, 2024 (the “Articles”, as amended, the “Amended Articles”), to amend the date by which the Company has to consummate a business combination to 45 months from the closing of the initial public offering, or such earlier date as is determined by the Company’s board of directors, in its sole discretion, to be in the best interests of the Company (the “Amendment”), provided that Spring Valley Acquisition Sponsor II, LLC (the “Sponsor”) (or its affiliates or permitted designees) will deposit into the trust account established for the benefit of the Company’s public shareholders (the “Trust Account”) an amount determined by multiplying $0.01 by the number of public shares then outstanding for each one-month extension, up to a total of six months, starting on the 40th month from the closing of the Company’s initial public offering, unless the closing of the Company’s initial business combination shall have occurred, in exchange for a non-interest bearing, unsecured promissory note payable upon consummation of a business combination. The Extension Amendment Proposal is described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 30, 2025 (the “Proxy Statement”), as supplemented by the supplement to the Proxy Statement filed with the SEC on October 8, 2025.************

InImportant ~~addition, on~~Information ~~October~~for ~~15,~~Investors ~~2025,~~and the Company filed an amendment to the Articles with the Registrar of Companies of the Cayman Islands reflecting the shareholder-approved amendment. A copy of the amendment to the Articles is attached hereto as Exhibit 3.1.Stockholders

~~The~~In ~~information~~connection with the Business ~~disclosed~~Combination, inNew ~~Item~~Eagle ~~5.07~~and ofEagle, ~~this~~as ~~Current~~co-registrant, ~~Report~~have filed with ~~respect~~the toSEC the ~~Amendment~~Registration isStatement, ~~incorporated~~which byincludes ~~reference~~a ~~into~~prospectus ~~this~~with respect ~~Item~~to ~~5.03~~New Eagle’s securities to be issued in connection with the ~~extent required~~Business Combination and ~~the~~a ~~foregoing~~proxy ~~description~~statement ofto ~~the~~be ~~Amended~~distributed to ~~Articles~~holders isof ~~qualified~~SPAC’s common stock in ~~its~~connection ~~entirety~~with SPAC’s solicitation of proxies for the vote by ~~reference~~SPAC’s stockholders with respect to the ~~amendment~~Business Combination and other matters to be described in the ~~Company’s~~Registration Statement (the “Proxy Statement”). ~~Articles~~The SEC declared the Registration Statement effective on January 30, a2026 ~~copy~~and SVII filed the definitive Proxy Statement with the SEC on February 2, 2026 and will be mailing copies to holders of ~~which~~record isof ~~attached~~SVII’s common stock as of January 5, 2026, the record date to vote on the Business Combination. This Current Report and Exhibit 3 99.1 ~~hereto~~furnished herewith do not contain all the information that should be considered concerning the Business Combination and is ~~incorporated~~not bya ~~reference~~substitute ~~herein~~for the Registration Statement, the Proxy Statement or for any other document that New Eagle, Eagle or SVII has filed or may file with the SEC. Before making any investment or voting decision, investors and security holders of New Eagle, Eagle or SVII are urged to read the Registration Statement and the Proxy Statement, and any amendments or supplements thereto, as well as all other relevant materials filed or that will be filed with the SEC in connection with the Business Combination as they become available because they will contain important information about New Eagle, Eagle or SVII and the Business Combination.

~~Item~~Investors 5and security holders will be able to obtain free copies of the Registration Statement, the Proxy Statement and all other relevant documents filed or that will be filed with the SEC by New Eagle, Eagle and SVII through the website maintained by the SEC at www.07sec.gov. ~~Submission~~In addition, the documents filed by SVII may be obtained free of ~~Matters~~charge from SVII’s website at www.sv-ac.com or by directing a request to Spring Valley Acquisition Corp. II, Attn: Corporate Secretary, 2100 McKinney Avenue, Suite 1675, Dallas, Texas 75201. The information contained on, or that may be accessed through, the websites referenced in this Current Report is not incorporated by reference into, and is not a ~~Vote~~part of, ~~Security~~this Current ~~Holders~~Report.

AtParticipants the Meeting, holders of 8,769,572 ordinary shares (consisting of 8,769,571 Class A ordinary shares, par value $0.0001 (the “Class A ordinary shares”) and one Class B ordinary share) were present in ~~person, virtually over~~ the internet or by proxy, representing approximately 88.76% of the voting power of the Company’s ordinary shares as of September 19, 2025, the record date for the Meeting, and constituting a quorum for the transaction of business.Solicitation

~~With~~New Eagle, Eagle, SVII and their respective directors, aexecutive ~~quorum~~officers ~~present~~and other members of management and employees may, under the ~~applicable~~rules ~~shareholders~~of ~~approved~~the SEC, be deemed to be participants in the solicitations ~~Extension~~of ~~Amendment~~proxies ~~Proposal~~from SVII’s shareholders in connection with the Business Combination. ~~The~~ ~~voting~~For ~~results~~more information about the names, affiliations and interests of SVII’s directors and executive officers, please refer to SVII’s Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the ~~Extension~~SEC ~~Amendment~~on April 11, 2025 (the “2024 Form 10-K”) and the Registration ~~Proposal~~Statement, ~~were~~Proxy asStatement ~~follows:~~and other relevant materials filed or to be filed with the SEC in connection with the Business Combination when they become available. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, which may, in some cases, be different than those of SVII’s shareholders generally, will be included in the Registration Statement and the Proxy Statement. Shareholders, potential investors and other interested persons should read the Registration Statement and the Proxy Statement, and any amendments or supplements thereto, carefully, before making any voting or investment decisions. You may obtain free copies of these documents from the sources indicated above.

~~Proposal No. 1 –~~Forward ~~The~~Looking ~~Extension Amendment Proposal~~Statements

For		Against		Abstain
8,718,532		50,000		1,040

This Current Report includes, or incorporates by reference, forward-looking statements. All statements other than statements of historical facts contained in this document are forward-looking statements. Any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are also forward-looking statements. In some cases, you can identify forward-looking statements by words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “strategy,” “future,” “opportunity,” “may,” “target,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” “preliminary,” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements include, without limitation, SVII’s, New Eagle’s, Eagle’s, or their respective management teams’ expectations concerning the Business Combination and expected benefits thereof; the outlook for Eagle’s or New Eagle’s business; the abilities to execute Eagle’s or New Eagle’s strategies; projected and estimated financial performance; anticipated industry trends; the future price of minerals; future capital expenditures; success of exploration activities; mining or processing issues; government regulation of mining operations; and environmental risks; as well as any information concerning possible or assumed future results of operations of Eagle or New Eagle. The forward-looking statements are based on the current expectations of the respective management teams of Eagle, New Eagle, and SVII, as applicable, and are inherently subject to uncertainties and changes in circumstance and their potential effects. There can be no assurance that future developments will be those that have been anticipated. These forward-looking statements involve a number of risks, uncertainties or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, (i) the risk that the Business Combination may not be completed in a timely manner or at all, which may adversely affect the price of SVII’s securities; (ii) the risk that the Business Combination may not be completed by SVII’s business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by SVII; (iii) the failure to satisfy the conditions to the consummation of the Business Combination, including the approval of the A&R Merger Agreement by the shareholders of SVII and the receipt of regulatory approvals; (iv) market risks; (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the A&R Merger Agreement; (vi) the effect of the announcement or pendency of the Business Combination on Eagle’s business relationships, performance, and business generally; (vii) risks that the Business Combination disrupts current plans of Eagle and potential difficulties in its employee retention as a result of the Business Combination; (viii) the outcome of any legal proceedings that may be instituted against Eagle or SVII related to the A&R Merger Agreement or the Business Combination; (ix) failure to realize the anticipated benefits of the Business Combination; (x) the inability to meet listing requirements and maintain the listing of the combined company’s securities on Nasdaq Capital Market or a comparable exchange; (xi) the risk that the price of the combined company’s securities may be volatile due to a variety of factors, including changes in laws, regulations, technologies, natural disasters or health epidemics/pandemics, national security tensions, and macro- economic and social environments affecting its business; (xii) fluctuations in spot and forward markets for lithium and uranium and certain other commodities (such as natural gas, fuel oil and electricity); (xiii) restrictions on mining in the jurisdictions in which Eagle operates; (xiv) laws and regulations governing Eagle’s operation, exploration and development activities, and changes in such laws and regulations; (xv) Eagle’s ability to obtain or renew the licenses and permits necessary for the operation and expansion of its existing operations and for the development, construction and commencement of new operations; (xvi) risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, potential unintended releases of contaminants, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins and flooding); (xvii) inherent risks associated with tailings facilities and heap leach operations, including failure or leakages; the speculative nature of mineral exploration and development; the inability to determine, with certainty, production and cost estimates; inadequate or unreliable infrastructure (such as roads, bridges, power sources and water supplies); (xviii) environmental regulations and legislation; (xix) the effects of climate change, extreme weather events, water scarcity, and seismic events, and the effectiveness of strategies to deal with these issues; (xx) risks relating to Eagle’s exploration operations; (xxi) fluctuations in currency markets; (xxii) the volatility of the metals markets, and its potential to impact Eagle’s ability to meet its financial obligations; (xxiii) disputes as to the validity of mining or exploration titles or claims or rights, which constitute most of Eagle’s property holdings; (xxiv) Eagle’s ability to complete and successfully integrate acquisitions; (xxv) increased competition in the mining industry for properties and equipment; (xxvi) limited supply of materials and supply chain disruptions; (xxvii) relations with and claims by indigenous populations; (xxviii) relations with and claims by local communities and non-governmental organizations; and (xxix) the risk that the Series A Preferred Stock Investment may not be completed, or that other capital needed by the combined company may not be raised on favorable terms, or at all. The foregoing list is not exhaustive, and there may be additional risks that neither SVII, Eagle, nor New Eagle presently know or that SVII, Eagle, and New Eagle currently believe are immaterial. You should carefully consider the foregoing factors, any other factors discussed in this Current Report and the other risks and uncertainties described in the “Risk Factors” section of the 2024 Form 10-K, the risks described or to be described in the Registration Statement, the Proxy Statement, and any amendments or supplements thereto, and those discussed and identified in filings made with the SEC by SVII, New Eagle or Eagle from time to time. Eagle, New Eagle, and SVII caution you against placing undue reliance on forward-looking statements, which reflect current beliefs and are based on information currently available as of the date a forward-looking statement is made. Forward-looking statements set forth in this Current Report speak only as of the date of this Current Report. Neither Eagle, SVII, nor New Eagle undertakes any obligation to revise forward-looking statements to reflect future events, changes in circumstances, or changes in beliefs. In the event that any forward-looking statement is updated, no inference should be made that New Eagle, Eagle or SVII will make additional updates with respect to that statement, related matters, or any other forward-looking statements. Any corrections or revisions and other important assumptions and factors that could cause actual results to differ materially from forward-looking statements, including discussions of significant risk factors, may appear, up to the consummation of the Business Combination, in SVII’s public filings with the SEC, which are or will be (as appropriate) accessible at www.sec.gov, and which you are advised to review carefully.

AsNo ~~there were~~Offer ~~sufficient~~or ~~votes to approve the Extension Amendment Proposal, the “Adjournment Proposal” as described in the Proxy Statement was not presented to shareholders.~~Solicitation

~~Item~~This 8Current Report shall not constitute an offer to sell or exchange, the solicitation of an offer to buy or a recommendation to purchase, any securities, or a solicitation of any vote, consent or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale may be unlawful under the laws of such jurisdiction.01 ~~Other~~No ~~Events~~offering of securities in the Business Combination shall be made except by means of a prospectus meeting the requirements of the Securities Act or an exemption therefrom.

~~The information disclosed under 5.03 and~~ Item 59.0701 ofFinancial ~~this~~Statements ~~Current~~and ~~Report is incorporated by reference into this Item 8~~Exhibits.~~01.~~

~~Redemptions~~(d) Exhibits

In connection with the vote to approve the Extension Amendment Proposal, holders of 151 Class A ordinary shares exercised their right to redeem their Class A ordinary shares for cash at a redemption price of approximately $11.93 per share, for an aggregate redemption amount of approximately $1,801.43. As a result, approximately $26,404,398.04 remains in the Trust Account and 2,213,278 Class A ordinary shares remain outstanding.

Number		Description
99.1		Press Release, dated February 2, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

~~Cautionary Note~~SIGNATURE ~~Regarding Forward-Looking Statements~~

~~This Current Report~~Pursuant ~~contains~~to ~~statements that are forward-looking and as such are not historical facts. This includes, without limitation, statements regarding~~ the ~~Company’s financial position, business strategy and the plans and objectives of management for future operations.~~requirements ~~These statements constitute projections, forecasts and forward-looking statements, and are not guarantees~~ of ~~performance. They involve known and unknown risks, uncertainties, assumptions and other factors that may cause~~ the ~~actual~~Securities ~~results,~~Exchange ~~performance~~Act ~~or achievements~~ of ~~the~~ ~~Company to be materially different from any future results~~1934, ~~performance or achievements expressed or implied by these statements. Such statements can be identified by~~ the ~~fact~~registrant ~~that~~has ~~they~~duly docaused ~~not relate strictly to historical or current facts. When used in~~ this ~~Current Report,~~report words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “strive,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be ~~materially~~signed ~~different~~on ~~from those expressed or implied by these forward-looking statements. When the Company discusses~~ its ~~strategies~~behalf ~~or plans, it is making projections, forecasts or forward-looking statements. Such statements are based on the beliefs of, as well as assumptions made~~ by ~~and information currently available to,~~ the ~~Company’s~~undersigned ~~management. Actual results and~~hereunto ~~shareholders’~~duly value will be affected by a variety of risks and factors, including, without limitation, international, national and local economic conditions, merger, acquisition and business combination risks, financing risks, geo-political risks, acts of terror or war, and those risk factors described under “Item 1Aauthorized. Risk Factors” of the Company’s Annual Report on Form 10-K filed with the SEC on April 11, 2025, in the Proxy Statement filed in connection with the Meeting and Amendment on September 30, 2025, as supplemented, and in other reports the Company files with the SEC. Many of the risks and factors that will determine these results and shareholders’ value are beyond the Company’s ability to control or predict.

~~All~~EAGLE ~~such forward-looking~~NUCLEAR ~~statements~~ENERGY ~~speak only as of the date of this Current Report~~CORP. ~~The~~By: ~~Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’~~/s ~~expectations~~/ ~~with~~Christopher ~~regard~~Sorrells ~~thereto~~Name: orChristopher ~~any~~Sorrells ~~change~~Title: inChief ~~events,~~Executive ~~conditions~~Officer orand circumstances on which any such statement is based. All subsequent written or oral forward-looking statements attributable to us or persons acting on the Company’s behalf are qualified in their entirety by this “Cautionary Note Regarding Forward-Looking Statements” section.Chairman

~~Item~~Dated: ~~9.01.~~February ~~Financial~~2, ~~Statements and Exhibits.~~2026

(d) Exhibits

Exhibit No.		Description
3.1		Third Amendment to the Amended and Restated Memorandum and Articles of Association.
104		Cover Page Interactive Date File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SPRING VALLEY ACQUISITION CORP. II
	By:	/s/ Christopher Sorrells
	Name:	Christopher Sorrells
	Title:	Chief Executive Officer and Chairman
Dated: October 17, 2025

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