Spring Valley Acquisition Sponsor II, LLC - 24 Feb 2026 Form 3 Insider Report for Eagle Nuclear Energy Corp. (NUCL)

Role
10%+ Owner
Signature
Spring Valley Acquisition Sponsor II, LLC, By: /s/ David Levinson Name: David Levinson Title: Corporate Secretary
Issuer symbol
NUCL
Transactions as of
24 Feb 2026
Net transactions value
$0
Form type
3
Filing time
04 Mar 2026, 17:26:03 UTC
Previous filing
29 Jan 2024
SEC
View on sec.gov

Reporting Owners (5)

Name Relationship Address Signature Signature date CIK
Spring Valley Acquisition Sponsor II, LLC 10%+ Owner 2100 MCKINNEY AVE, SUITE 1675, DALLAS Spring Valley Acquisition Sponsor II, LLC, By: /s/ David Levinson Name: David Levinson Title: Corporate Secretary 04 Mar 2026 0001843474
PEARL ENERGY INVESTMENTS II, L.P. 10%+ Owner 2100 MCKINNEY AVE., SUITE 1675, DALLAS Pearl Energy Investments II, L.P. By: Pearl Energy Investment II, GP, L.P., its General Partner By: Pearl Energy Investment II UGP, LLC, its General Partner By: /s/ William Quinn Name: William Quinn Title: Managing Partner 04 Mar 2026 0001708247
Pearl Energy Investment II GP, L.P. 10%+ Owner 2100 MCKINNEY AVE., SUITE 1675, DALLAS Pearl Energy Investment II GP, L.P. By: Pearl Energy Investment UGP, LLC, its General Partner By: /s/ William Quinn Name: William Quinn Title: Managing Partner 04 Mar 2026 0001833770
Pearl Energy Investment II UGP, LLC 10%+ Owner 2100 MCKINNEY AVE., SUITE 1675, DALLAS Pearl Energy Investment II UGP, LLC By: /s/ William Quinn Name: William Quinn Title: Managing Partner 04 Mar 2026 0001833773
Quinn William J 10%+ Owner 2100 MCKINNEY AVE., SUITE 1675, DALLAS /s/ William Quinn 04 Mar 2026 0001377293

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NUCL Common Stock 2,408,334 24 Feb 2026 See footnote. F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding NUCL Private Warrants 24 Feb 2026 Common Stock 9,422,133 $11.50 See footnote. F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to that certain Amended and Restated Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 29, 2025, by and among Eagle Nuclear Energy Corp. (the "Issuer"), Spring Valley Acquisition Corp. II ("SVII"), Eagle Energy Metals Corp., Spring Valley Merger Sub III, Inc., and Spring Valley Merger Sub II, Inc., Spring Valley Acquisition Sponsor II, LLC (the "Sponsor") received 2,408,334 of the Issuer's common stock, par value $0.01 per share ("Common Stock"), in exchange for the 2,408,334 SVII Class B founder shares, par value $0.001 per share, that the Sponsor held, prior to the effective time of the merger.
F2 The reported securities were held directly by the Sponsor. The Sponsor is controlled by Pearl Energy Investment II, L.P. ("Pearl"). Pearl is controlled by its general partner, Pearl Energy Investment II GP, LP ("Pearl GP"), and Pearl GP is controlled by its general partner, Pearl Energy Investment II UGP, LLC ("Pearl LLC"). Accordingly, all of the shares held by the Sponsor may be deemed to be beneficially held by Pearl, Pearl GP and Pearl LLC. Each such reporting person under this Form 3 disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein and the filing of this Form 3 shall not be construed as an admission that any such reporting person is the beneficial owner of any such securities.
F3 Each warrant will become exercisable 30 days after the completion by the Issuer of an initial business combination.
F4 Each warrant will expire five years after the completion by the Issuer of an initial business combination, or earlier upon redemption; provided that the warrants will expire earlier if the Issuer has not completed an initial business combination within the required time period and liquidates the trust account in connection therewith.
F5 Pursuant to the Merger Agreement, the Sponsor received (i) 1,500,000 of the Issuer's private warrants in settlement of outstanding working capital loans; (ii) 922,133 additional private warrants pursuant to a Sponsor Agreement related to the Merger Agreement; and (iii) 7,000,000 private warrants in exchange for 7,000,000 SVII warrants at an exercise price of $11.50 per share, that the Sponsor held.