Eagle Nuclear Energy (NUCL) Proxy filing summary

Executive summary

• Annual meeting scheduled for August 19, 2026, to elect two Class I directors from three nominees, with voting conducted virtually.

• Board and committee structures were established following a business combination completed in February 2026.

• Proxy materials, annual report, and voting instructions are available online; shareholders are encouraged to vote electronically or by mail.

Voting matters and shareholder proposals

• Only Proposal 1, the election of two Class I directors (from Robert Kaplan, Brian Goldmeier, and Ron Bloom), is up for vote; plurality voting applies.

• Shareholders may submit proposals for the 2027 meeting by March 22, 2027, and director nominations per advance notice bylaws.

• No cumulative voting or appraisal rights are available for these matters.

Board of directors and corporate governance

• Board consists of six directors in three staggered classes; majority are independent under Nasdaq and SEC rules.

• Three standing committees: Audit, Compensation, and Nominating and Corporate Governance, each with written charters and independent members.

• Board leadership combines CEO and Chairman roles; lead independent director provides additional oversight.

• Board diversity is valued, with a broad approach to skills, experience, and backgrounds.

• Director resignation policy applies to uncontested elections; formal assessment process for board effectiveness to be implemented.