Form 8-K

8-K — Eagle Nuclear Energy Corp.

Accession: 0001104659-26-085070

Filed: 2026-07-20

Period: 2026-07-20

CIK: 0002089283

SIC: 1090 (MISCELLANEOUS METAL ORES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

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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):

July 20, 2026

Eagle Nuclear

Energy Corp.

(Exact name of registrant as specified in its charter)

Nevada

(State

or other jurisdiction

of incorporation)

001-43162

(Commission

File Number)

41-3113978

(I.R.S.

Employer

Identification No.)

5470 Kietzke Lane, Suite 300

Reno, NV

(Address of principal executive offices)

89511

(Zip Code)

(775) 335-2029

(Registrant’s telephone number, including area code)

N/A

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

Check the appropriate box below if the Form 8-K is intended to

simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

Common Stock, par value $0.0001 per share

NUCL

The Nasdaq Stock Market LLC

Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share

NUCLW

The Nasdaq Stock Market LLC

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

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 2.02

Results of Operations and Financial Condition.

On July 20, 2026, Eagle

Nuclear Energy Corp. (the “Company”) issued a press release announcing its financial and operating results for the quarter

ended May 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in Item

2.02 of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to

the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended,

or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description of Exhibits

99.1

Press Release, dated July 20, 2026

104

Cover Page Interactive Data 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.

EAGLE NUCLEAR ENERGY CORP.

Date: July 20, 2026

/s/ Manavdeep Mukhija

Name: Manavdeep Mukhija

Title: Chief Executive Officer and Chairman

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2620577d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Eagle

Nuclear Energy Provides Second Quarter 2026 Corporate Update

RENO,

NV – July 20, 2026 – Eagle Nuclear Energy Corp. (“Eagle” or the “Company”)

(NASDAQ: NUCL), a next-generation nuclear energy company, is pleased to provide a corporate update for the second quarter, ending May 31,

2026, highlighting continued advancement across its two core value drivers: the development of the largest conventional, measured and

indicated uranium deposit in the United States, and the progression of its proprietary Small Modular Reactor (“SMR”) technology

platform.

Management Commentary

“During the second quarter we continued our diligent focus on

advancing our flagship Aurora Uranium Project (“Aurora”), which is one of the largest undeveloped uranium deposits in the

US, toward a Pre-Feasibility Study (“PFS”) scheduled for completion in late-2027,” said Mark Mukhija, Eagle’s

CEO. “This quarter also represented a significant milestone for the Company, as it marked the first full quarter for Eagle as a

publicly traded company. As global demand for secure domestic uranium supply continues to strengthen, management believes that Eagle is

uniquely positioned to become a cornerstone of America's future nuclear fuel supply chain.”

“A critical milestone along the path to a PFS at Aurora is the

drill program that has been specifically designed to provide samples and data that will feed into the various studies comprising the PFS.

Activity this quarter was highlighted by the completion of several key environmental and site-readiness initiatives at Aurora in preparation

for the commencement of the PFS-related drill program. We also launched an expansive environmental baseline studies campaign, which will

support environmental impact assessments, mine design optimization and future permitting at Aurora,” said Mukhija. “These

studies will remain ongoing as we look to develop Aurora in an environmentally responsible and sustainable manner.”

“We have moved quickly to collect critical data, explore sustainable

practices and forge foundational partnerships that will set the course for future growth at Aurora. In addition to the technical

work programs at Aurora, we have also taken the initiative to become more involved in the discussions around the challenges, solutions and

critical necessity of domestic uranium production within the United States. Over the early summer months, we have held

several meetings with representatives from the Uranium Producers of America and U.S. Department of Energy’s Office of Critical

Minerals and Energy Innovation, in Washington DC. These conversations are essential to ensuring the policies and investments needed

to strengthen the nation's uranium industry keep pace with growing demand,” continued Mukhija.

“Within our SMR program, we continue to take steps to advance

our reactor initiative highlighted by the recent engagement of Tensor Medium Corporation (“Tensor Medium”) announced in June.

Tensor Medium’s AI-enabled reactor modeling and simulation capabilities will directly support our efforts to optimize the design

of our next-generation SMR technology. We believe this partnership is integral in the evolution of our broader SMR development initiatives.”

“We are encouraged by our recent achievements as we continue

to methodically and responsibly advance the Aurora project, which anchor’s Eagle’s long-term strategy, alongside advanced

SMR technology. The second quarter has set the stage for continued development at our Aurora site, as we work to help restore a secure

domestic nuclear supply chain that addresses the rapid growth in energy demand. We are excited to continue executing on our strategic

priorities and will provide further updates as we progress ahead.”

Recent Operational Updates

· April 2026: Announcement of expected drill program, engagement with Harris Exploration Drilling & Associates Inc. to

provide the drill rigs that will be used to complete the drill program at Aurora. Formally filed our permit applications with the federal

Bureau of Land Management (“BLM”) and the Oregon Department of Geology and Mineral Industries (“DOGAMI”). All

of these actions have advanced Eagle towards a pre-feasibility study and development of our Aurora site.

· May 2026: Commenced a comprehensive environmental baseline studies campaign in advance of the PFS, designed to collect critical

environmental data at the Aurora site. Completed meteorological station installation, wetland delineation study, and cultural survey to

help support the broad advancement of Aurora.

· June 2026: Engaged Tensor Medium to support SMR program, bringing AI-enabled reactor modeling and simulation capabilities to

Eagle’s next-generation SMR development efforts.

· July 2026: Announced partnerships with Yukuskon Professional Services, LLC, BBA USA Inc. and SLR International Corporation to

help execute the Aurora drill program and progress towards the expected PFS.

Liquidity and Balance Sheet

At May 31, 2026, the Company had a cash balance of $28.1 million

and no outstanding interest-bearing debt, with liabilities consisting primarily of operating obligations.

Additional detail on the Company’s quarterly financial results

can be found in the recent 10-Q filed with the SEC on July 20, 2026.

About Eagle Nuclear Energy Corp.

Eagle Nuclear Energy Corp. is a next-generation nuclear energy company

that combines domestic uranium exploration with access to certain Small Modular Reactor (SMR) technology. The Company owns the largest

conventional, measured and indicated uranium deposit in the United States, located in southeastern Oregon. This includes the Aurora deposit,

with 32.75Mlbs Indicated and 4.98Mlbs Inferred (SK-1300 TRS) of near-surface uranium resource, and the adjacent Cordex deposit, which

the Company believes offers potential to expand the project’s overall resource inventory. By integrating advanced SMR technology

with a sizeable uranium asset, Eagle is building an integrated nuclear platform positioned to support domestic nuclear energy development.

For more

information about Eagle Nuclear Energy Corp., visit www.eaglenuclear.com.

Cautionary Note Regarding Forward-Looking Statements

Certain statements included in this press release are not historical

facts but are forward-looking statements. All statements other than statements of historical facts contained in this press release 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, Eagle’s, or its management team’s expectations concerning the outlook

for Eagle’s business; the ability to execute Eagle’s strategies and reach permitting and operational milestones timely or

at all; 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; environmental risks; the development

of nuclear energy technology; and the future demand for nuclear energy and uranium; as well as any information concerning possible or

assumed future results of operations of Eagle. The forward-looking statements are based on the current expectations of the management

teams of Eagle, 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) market risks; (ii) Eagle’s

ability to maintain the listing of its securities on Nasdaq Capital Market or a comparable exchange; (iii) the risk that the price

of Eagle’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;

(iv) fluctuations in spot and forward markets for lithium and uranium and certain other commodities (such as natural gas, fuel oil

and electricity); (v) restrictions on mining in the jurisdictions in which Eagle operates; (vi) laws and regulations governing

Eagle’s operation, exploration and development activities, and changes in such laws and regulations; (vii) 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; (viii) 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); (ix) 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); (x) environmental regulations and legislation; (xi) the effects of climate change, extreme weather events,

water scarcity, and seismic events, and the effectiveness of strategies to deal with these issues; (xii) risks relating to Eagle’s

exploration operations; (xiii) fluctuations in currency markets; (xiv) the volatility of the metals markets, and its potential

to impact Eagle’s ability to meet its financial obligations; (xv) disputes as to the validity of mining or exploration titles

or claims or rights, which constitute most of Eagle’s property holdings; (xvi) Eagle’s ability to complete and successfully

integrate acquisitions; (xvii) increased competition in the mining industry for properties and equipment; (xviii) limited supply

of materials and supply chain disruptions; (xix) relations with and claims by indigenous populations; (xx) relations with and

claims by local communities and non-governmental organizations; (xxi) the risk that other capital needed by Eagle may not be raised

on favorable terms, or at all; (xxii) risks associated with nuclear energy technology development and commercialization; and (xxiii) Eagle’s

reliance on third-party contractors and service providers. The foregoing list is not exhaustive, and there may be additional risks that

Eagle presently does not know or that Eagle currently believes are immaterial. You should carefully consider the foregoing factors, any

other factors discussed in this press release and the other risks and uncertainties described in the registration statement on Form S-1

originally filed by Eagle with the SEC on March 19, 2026, and any amendments or supplements thereto, and those discussed and identified

in other filings made with the SEC by Eagle from time to time, which may be found on the SEC’s website at www.sec.gov. Eagle cautions

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 press release speak only as

of the date of this press release. Eagle undertakes no 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

Eagle will make additional updates with respect to that statement, related matters, or any other forward-looking statements.

Investor Relations Contact:

775-335-2029

Investors@eaglenuclear.com

Media Relations Contact:

Gateway Group

Zach Kadletz, Brenlyn Motlagh

949-574-3860

EAGLE@Gateway-grp.com

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