Eagle Nuclear Energy Corp.·3

Feb 24, 9:03 PM ET

Blue Bird Capital Enterprises LLC 3

3 · Eagle Nuclear Energy Corp. · Filed Feb 24, 2026

Insider Transaction Report

Form 3
Period: 2026-02-24
Holdings
  • Common Stock, par value $0.0001 per share

    6,175,031
  • Right to receive Earnout Shares

    [F1][F2]
    Common Stock, par value $0.0001 per share (556,383 underlying)
Footnotes (2)
  • [F1]On February 24, 2026, the Reporting Person became entitled to receive 556,383 shares of Eagle Nuclear Energy Corp.'s (the "Issuer") Common Stock (the "Earnout Shares") pursuant to an "earnout" provision in the Amended and Restated Agreement and Plan of Merger, dated as of September 29, 2025 (as it may be amended, supplemented, or otherwise modified from time to time, the "Merger Agreement"), by and among Spring Valley Acquisition Corp. II, the Issuer, Spring Valley Merger Sub III, Inc., Spring Valley Merger Sub II, Inc., and Eagle Energy Metals Corp., in the event that the metrics described in the following footnote are satisfied during the five-year period following the closing (the "Closing Date") contemplated in the Merger Agreement.
  • [F2]In the event that the dollar volume-weighted average price ("VWAP") of the Common Stock equals or exceeds $16.00 per share for twenty (20) trading days within a period of thirty (30) consecutive trading days during the period beginning on the Closing Date and ending on the five-year anniversary of the Closing Date, the Reporting Person will be entitled to receive 556,383 Earnout Shares.
Signature
/s/ Nelson Mullins Riley & Scarborough LLP, Attorney-in-Fact|2026-02-24

Documents

2 files
  • 3
    primary_doc.xmlPrimary

    PRIMARY DOCUMENT

  • EX-24

    POWER OF ATTORNEY