Mukhija Manavdeep Singh 4

What Happened

• Mukhija Manavdeep Singh, CEO of Eagle Nuclear Energy Corp. (NUCL), was issued 314,793 shares of NUCL common stock on February 24, 2026 as merger consideration. No per-share price was reported in the Form 4 (price = N/A).
• The issuance was in exchange for 1,428,566 shares of Eagle Energy Metals Corp., at an exchange ratio of 5.8347. In addition, Singh became entitled to 43,873 contingent "Earnout Shares" under the merger agreement (derivative award).

Key Details

• Transaction date: February 24, 2026; Form 4 filed February 27, 2026 (filed one business day after the 2-business-day deadline).
• Primary issuance: 314,793 shares received as merger consideration (no cash price reported).
• Contingent/derivative award: 43,873 Earnout Shares subject to performance conditions (not immediately issued).
• Shares owned after transaction: not specified in the filing.
• Relevant footnotes from the filing:
  • F1: 314,793 NUCL shares issued in exchange for 1,428,566 Eagle Energy Metals shares (exchange ratio 5.8347).
  • F2: 43,873 Earnout Shares become payable if earnout metric is met.
  • F3: Earnout metric — VWAP of NUCL must be ≥ $16.00 for 20 trading days within any 30-trading-day window during the five years following closing.

Context

• This was not an open-market purchase or sale but stock issued as merger consideration (a corporate transaction), so it reflects deal consideration rather than a routine buy/sell by the insider.
• The 43,873 Earnout Shares are contingent — they will only be issued if the specified share-price performance condition is met within five years; contingent awards are common in M&A earnouts and are not immediate indicators of insider buying or selling.