THOMPSON RICHARD JAMES 4

What Happened

• Richard J. Thompson, a director of Spring Valley Acquisition Corp. II (SVII), disposed of 40,000 SVII shares on Feb 24, 2026. The filing reports the disposition as an automatic exchange of SVII shares for common stock of Eagle Nuclear Energy Corp. ("New Eagle") in connection with the closing of the companies' business combination.
• No per-share price or cash proceeds are reported (price listed as N/A) because the SVII shares were converted into New Eagle shares rather than sold for cash.

Key Details

• Transaction date: 2026-02-24; Form 4 filed: 2026-02-26 (appears timely under the two-business-day rule).
• Transaction type: Disposition to issuer / automatic exchange related to the merger (footnote F1).
• Shares involved: 40,000 SVII shares disposed; price/proceeds: N/A (conversion into New Eagle stock).
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Footnote: F1 states the shares were exchanged for New Eagle common stock pursuant to the Amended and Restated Agreement and Plan of Merger dated Sept 29, 2025.

Context

• This was a conversion tied to the SPAC business-combination closing, not an open-market sale. Such automatic exchanges are routine when a SPAC merges and its public shares convert into shares of the combined company; they do not necessarily signal the insider's view on the new company.
• For retail investors, purchases by insiders tend to be more informative than routine conversions like this; treat this transaction as a structural consequence of the merger rather than a discretionary sale.