New CEO and returning Executive Chair reshape enCore Energy (NASDAQ: EU)
Rhea-AI Filing Summary
enCore Energy Corp. appointed Richard H. Little as Chief Executive Officer and director, effective April 20, 2026, replacing Robert Willette, whose departure was not due to any disagreement with the Company. Founder William M. Sheriff was simultaneously reappointed as Executive Chairman and the Board expanded from six to eight members.
Mr. Little’s employment agreement provides a $600,000 base salary, an annual target bonus equal to 100% of salary, and long‑term incentives targeted at 200% of salary, including 100,000 RSUs, 300,000 PSUs and 300,000 stock options, generally vesting over three years and subject to performance and change‑of‑control protections. Mr. Sheriff’s new agreement includes a $375,000 base salary, an incentive bonus of up to 10% of realized profits from investment assets, and severance of 2.5 times base salary upon certain terminations. The Company announced a corporate update conference call on April 23, 2026, at 11 AM ET.
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Insights
enCore reshapes top leadership with new CEO, returning founder as Executive Chair and rich, performance‑linked pay packages.
enCore Energy installs Richard Little as CEO and director while returning founder William Sheriff to the Executive Chair role, signaling a deliberate leadership reset. The Board grows from six to eight members, which may broaden oversight as the company targets renewed operational momentum.
Little’s package combines a $600,000 salary, a bonus targeted at 100% of salary, and long‑term equity awards targeted at 200% of salary via RSUs, PSUs and options. PSUs vest on relative total shareholder return over a performance period through December 31, 2028, aligning a large portion of compensation with multi‑year stock performance.
Sheriff’s $375,000 base salary plus up to 10% of realized profits from investment assets ties his upside to capital allocation outcomes, with substantial severance of 2.5 times base salary for certain terminations. A corporate update call on April 23, 2026 gives management an early opportunity to communicate priorities and explain how the new structure supports cost control, permitting progress and growth projects mentioned in the accompanying press release.
8-K Event Classification
Key Figures
Key Terms
performance stock units financial
Change of Control financial
Incentive Bonus High Water Mark financial
non-competition financial
In-Situ Recovery technical
UNITED STATES
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Chief Executive Officer
On April 19, 2026, Richard Little was appointed as Chief Executive Officer and a director of enCore Energy Corp. (the “Company”), effective April 20, 2026. Mr. Little, age 53, served as Interim Chief Executive Officer and Interim Chief Financial Officer of Permex Petroleum Corporation, from January 2026 and as Chief Executive Officer of Fury Resources, Inc., a privately held independent energy company, from December 2023 through April 20, 2026. Before Fury Resources, Mr. Little was the Chief Executive Officer of Battalion Oil Company (NYSE: BATL) (formerly Halcon Resources Corporation) from June 2019 to April 2023. Prior to Battalion Oil and Halcon Resources, Mr. Little served as Chief Executive Officer of Ajax Resources LLC from January 2018 to October 2018. Prior to Ajax Resources, Mr. Little was Vice-President, Southern US Division of EP Energy Company. Mr. Little holds a Petroleum Engineering degree from Texas A&M University, is a licensed engineer (inactive), and is engaged with industry organizations such as SPE, API, and IPAA.
Mr. Little was not appointed pursuant to any arrangement or understanding between him and any other person. There are no family relationships between Mr. Little and any director or executive officer of the Company and Mr. Little has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with Mr. Little’s appointment, the Company and Mr. Little entered into an employment agreement (the “Little Employment Agreement”), effective April 20, 2026, which, among other things, provides for (i) an annual base salary (the “Little Base Salary”) of $600,000, (ii) participation in the executive health benefit plan of the Company and standard employee benefits, (iii) eligibility to receive an annual target bonus of 100% of his base salary (the “Little Annual Target Bonus”), and (iv) eligibility to participate in the Company’s 2024 Long-Term Incentive Plan (the “2024 Plan”) with a target annual award opportunity of 200% of his base salary comprised of 40% restricted stock units (“RSUs”) and 60% performance stock units (“PSUs”). The Little Employment Agreement has an initial one-year term and automatically renews for additional one-year terms until terminated in accordance with its terms.
The Little Employment Agreement also provides for certain severance benefits if Mr. Little’s employment were terminated by the Company without Cause (as defined in the Little Employment Agreement) or by non-renewal of the Little Employment Agreement, including an amount equal to the Little Base Salary, an amount equal to the Little Annual Target Bonus, and an amount equal to 18 months of his COBRA premium. If Mr. Little’s employment were terminated by the Company due to a Change of Control (as defined in the Little Employment Agreement), the Little Employment Agreement provides for severance benefits including an amount equal to two times the Little Base Salary, an amount equal to two times the Little Annual Target Bonus, and an amount equal to 18 months of his COBRA premium. In exchange for the severance benefits, Mr. Little must sign a release of claims in favor of the Company. Mr. Little’s employment agreement also includes standard confidentiality, non-competition, non-solicitation and non-disparagement covenants.
In addition, the Board of Directors of the Company (the “Board”) granted Mr. Little a sign-on bonus consisting of (a) a cash advance payment equal to 25% of the Little Annual Bonus for the fiscal year ending December 31, 2026 and (b) a one-time inducement equity grant (the “Little Inducement Grant”) with a grant date of April 20, 2026, consisting of (i) 100,000 RSUs under the 2024 Plan to vest ratably over a period of three years, (ii) 300,000 PSUs under the 2024 Plan to vest based on the achievement of applicable performance goals at the conclusion of the three-year period ending December 31, 2028 (the “Performance Period”) and (iii) 300,000 stock options under the 2024 Plan to vest ratably over a period of three years, all of which are subject to the terms and conditions of the 2024 Plan and the applicable award agreements, including Mr. Little’s continued employment.
Appointment of Executive Chair
In addition, on April 20, 2026, William Sheriff, the Company’s founder and former Executive Chair, was reappointed as Executive Chairman of the Board. In connection with Mr. Sheriff’s appointment, the size of the
Board will increase from six members to eight. Mr. Sheriff, age 67, currently serves as an employee of the Company responsible for investment management since his departure as the Company’s Executive Chairman in March 2026. He formerly served as the Company’s Executive Chairman from January 2019 to March 2026 and Chairman from January 2009 to January 2019. Mr. Sheriff also currently serves as the Executive Chairman of Verdera Energy Corp., a position he has held since March 2026, Chairman of Nuclear Fuels Inc. (CSE: NF), a position he has held since July 2023, Executive Chairman of Urano Energy Corp. (CSE: UE) (formerly known as C2C Metals Corp.), a position he has held since June 2022, a director and co-founder of Group 11 Technologies Inc., a position he has held since August 2020, and as a director of Scorpio Gold Corporation, a position he has held since May 2024. Mr. Sheriff also previously served as a director of Epic Gold Corp. (formerly Exploits Discovery Corp.) from October 2020 to November 2022, Sabre Gold Mines Corp. (TSX: SGLD) from September 2021 to January 2023, and Golden Predator Mining Corp. (TSXV: GPY) from February 2014 to September 2021. Mr. Sheriff holds a Geology degree and a masters in Mining Geology from the University of Texas-El Paso.
Mr. Sheriff was not appointed pursuant to any arrangement or understanding between him and any other person. There are no family relationships between Mr. Sheriff and any director or executive officer of the Company and Mr. Sheriff has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with Mr. Sheriff’s appointment, the Company and Mr. Sheriff entered into an employment agreement (the “Sheriff Employment Agreement”), which, among other things, includes (i) an annual base salary (the “Sheriff Base Salary”) of $375,000, (ii) participation in the executive health benefit plan of the Company and standard employee benefits, (iii) an annual incentive bonus (the “Incentive Bonus”) equal to up to 10% of the realized profits that the Company receives in cash each taxable year of Mr. Sheriff’s employment from the marketable securities and other investment assets held by the Company (the “Investment Assets”), with the initial Incentive Bonus calculated from the date of the Sheriff Employment Agreement through December 31, 2026, subject to a “high water mark” equal to the initial value of the Investment Assets plus the realized profits minus Incentive Bonuses paid (the “Incentive Bonus High Water Mark”), and (iv) eligibility to participate in the annual long-term incentive plan with a target annual award opportunity of 100% of his base salary comprised of 50% PSUs and 50% stock options. The Sheriff Employment Agreement has an initial one-year term, automatically renews for additional one-year terms until terminated in accordance with its terms, and supersedes and cancels all existing compensation arrangements between Mr. Sheriff and the Company.
The Sheriff Employment Agreement also provides for certain severance benefits if his employment were terminated by the Company without Cause (as defined in the Sheriff Employment Agreement), by non-renewal of the Sheriff Employment Agreement, or due to a Change of Control (as defined in the Sheriff Employment Agreement), including an amount equal to two and a half times the Sheriff Base Salary, an amount equal to 10% of the realized profits that the Company has received in cash from Investment Assets from January 1st of the year of termination through the date of Mr. Sheriff’s termination (subject to the Incentive Bonus High Water Mark), and an amount equal to 18 months of his COBRA premium. In exchange for the severance benefits, Mr. Sheriff must sign a release of claims in favor of the Company. The Sheriff Employment Agreement also includes standard confidentiality, non-competition, non-solicitation and non-disparagement covenants.
Departure of Former Chief Executive Officer and Director
In connection with the foregoing, the Company terminated Robert Willette from his position as the Company’s Chief Executive Officer, effective as of April 20, 2026 (the “Separation Date”). The departure of Mr. Willette is not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices, including with respect to accounting principles, financial statement disclosure or internal controls.
In connection with Mr. Willette’s departure, it is expected that he will enter into a separation agreement. Material terms of Mr. Willette’s separation agreement have not been finalized as of the date of this Current Report on Form 8-K.
Form of Awards Agreements
In connection with Mr. Little’s appointment, on April 19, 2026, the Board also approved a form of stock option award agreement (the “2026 Form of Stock Option Award Agreement”), a form of RSU award agreement (the “2026 Form of RSU Award Agreement”) and a form of PSU award agreement (the “2026 Form of PSU Award Agreement”) pursuant to which the stock option, RSU and PSU portions of the Little Inducement Grant were granted under the 2024 Plan.
The terms of the 2026 Form of Stock Option Award Agreement are generally in accordance with the form of employee incentive stock option award agreement, which is filed as Exhibit 10.18 to the Company’s Form 10-K for the year ended December 31, 2025 filed with the U.S. Securities and Exchange Commission on March 31, 2026 (the “Annual Report”), except that in the event that Mr. Little is terminated by the Company without Cause within two years following a Change in Control or in the event his service terminates due to his death, all unvested stock options will accelerate and vest on the date of Mr. Little’s termination from the Company.
Similarly, the terms of the 2026 Form of RSU Award Agreement are generally in accordance with the form of executive restricted stock unit award agreement filed as Exhibit 10.20 to the Annual Report, except that (i) in the event Mr. Little is terminated by the Company without Cause and not within two years following a Change in Control, a pro rata portion of the unvested RSUs will accelerate and vest on the next vesting date and (ii) in the event that Mr. Little is terminated by the Company without Cause within two years following a Change in Control or in the event his service with the Company terminates due to his death, all unvested RSUs will accelerate and vest on date of Mr. Little’s termination from the Company.
The 2026 Form of PSU Award Agreement provides for performance-based vesting based on achievement of relative total shareholder return Company performance goals for the performance period that began on January 1, 2026 and ends on December 31, 2028. Pursuant to the PSU Award Agreement, 50% of the PSUs will vest if the threshold performance level is achieved, 100% of the PSUs will vest if the target performance level is achieved, 150% of the PSUs will vest if the target plus performance level is achieved and 200% will vest if the maximum performance level is achieved. In the event Mr. Little is terminated by the Company without Cause and not within two years following a Change in Control, and, provided that Mr. Little is terminated one or more years after the grant date of the PSUs, a pro rata portion of the unvested PSUs will remain eligible to vest based on actual performance determined at the end of the performance period. In the event that Mr. Little is terminated by the Company without Cause within two years following a Change in Control, all unvested PSUs will accelerate and vest on date of Mr. Little’s termination from the Company, with such PSUs vesting based on the greater of (i) target performance and (ii) actual performance as of the date of Mr. Little’s departure from the Company, extrapolated through the remainder of the performance period. In the event that Mr. Little’s service with the Company terminates due to his death, all unvested PSUs will accelerate and vest at target performance levels on the date of Mr. Little’s termination from the Company.
The foregoing summaries of the Little Employment Agreement, Sheriff Employment Agreement, and Little Inducement Grant do not purport to be complete and are qualified in their entirety by reference to the Little Employment Agreement, Sheriff Employment Agreement, 2026 Form of RSU Award Agreement, 2026 Form of PSU Award Agreement, and 2026 Form of Stock Option Award Agreement, copies of which are filed as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5 to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. |
On April 20, 2026, the Company issued a press release announcing the departure of Mr. Willette and the appointments of Mr. Little as Chief Executive Officer and Mr. Sheriff as Executive Chair. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information furnished pursuant to Item 7.01 of this Current Report on 8-K and in Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act of 1934”), is not subject to the liabilities of that section and is not deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act of 1934, as amended, except as otherwise expressly stated in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit | Description | |
| 10.1 | Employment Agreement by and between Richard Little and enCore Energy Corp., dated April 20, 2026 | |
| 10.2 | Employment Agreement by and between William Sheriff and enCore Energy Corp., dated April 20, 2026 | |
| 10.3 | Form of Executive Restricted Stock Unit Award Agreement (after April 2026) | |
| 10.4 | Form of Executive Performance Stock Unit Award Agreement (after April 2026) | |
| 10.5 | Form of Executive Stock Option Award Agreement (after April 2026) | |
| 99.1* | Press Release of enCore Energy Corp., dated April 20, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
| * | This Exhibit is intended to be furnished to, and not filed with, the Commission pursuant to General Instruction B.2 of Form 8-K. |
SIGNATURES
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.
| ENCORE ENERGY CORP. | ||||||
| By: | /s/ Robert W. Hudson Jr. | |||||
| Robert W. Hudson Jr. | ||||||
| General Counsel and Secretary | ||||||
| Dated: April 20, 2026 | ||||||
Exhibit 99.1
|
NEWS RELEASE NASDAQ:EU TSXV:EU April 20, 2026 www.encoreuranium.com |
enCore Energy Appoints Richard Little as Chief Executive Officer; William M. Sheriff Returns as Executive Chair
DALLAS, April 20, 2026 - enCore Energy Corp. (NASDAQ: EU) (TSXV: EU) (the “Company” or “enCore”), America’s Clean Energy Company™, announced today that the independent members of its Board of Directors have unanimously voted to appoint Richard H. Little as Chief Executive Officer, replacing Robert Willette, effective immediately. Mr. Little will also join the Company’s Board of Directors, effective immediately. enCore Founder and former Executive Chair, William M. Sheriff, has agreed to the Board’s request for his immediate return as Executive Chair.
The Company will host a Corporate Update conference call on Thursday, April 23rd, 2026 at 11 AM ET. To join please visit: https://app.webinar.net/OlMrE49n2DW.
enCore’s Board is committed to a program of corporate renewal to recapture the Company’s earlier momentum and industry leadership and improve operating performance, as follows:
| • | A shareholder-friendly commitment to more fulsome shareholder communications encompassing disclosure of technical information, project developments and strategic objectives; |
| • | An immediate focus on cost management and efficiency across the organization; |
| • | Dedicated commitment to securing necessary permits in a more timely manner; |
| • | Aggressive development of the Company’s premier long-life assets; and |
| • | A renewed commitment to accretive mergers and acquisitions. |
“Achieving our goals takes an intense management focus and strong commitment to a clear vision and path forward,” said Mark Pelizza, enCore’s Lead Independent Director. “With William Sheriff’s proven vision and guidance, combined with Richard Little’s strong track record as a seasoned operator who focuses on execution and operational rigor, enCore will be better positioned to deliver a more disciplined approach to maximizing shareholder returns. As Directors, we are committed not only to focusing on our oversight of operations but also on providing shareholders with timely disclosure. We renew our commitment to transparency and superior shareholder communications as our new management works towards the realization of exceptional potential at Dewey Burdock and the Alta Mesa East.”
Chief Executive Officer Rich Little stated “after assessing enCore’s current operations and comparing them to my own experience, I believe I can add value by cutting costs and driving efficiencies with the goal of becoming a more profitable and successful organization. The asset base is excellent, but there is room to be more efficient while focusing on all aspects of the business; from exploration and drilling through delivering product to our valued customers. I see a strong growth profile that can be accelerated in the current environment. Disciplined execution, focus on the vision, strengthening operational performance and creating value for shareholders will be my priorities.” Mr. Little further noted “the domestic uranium industry continues to experience permitting delays, and enCore is no exception. Timely permitting is critical to achieving production goals and the CEO needs to be personally involved in the permitting effort, helping regulators to expedite our requirements after years of relatively low industry activity levels. Many of these challenges will be resolved in the coming months through the persistent/accelerated efforts of the government agencies in concert with enCore’s dedicated staff.”
“I am honored to return to the position of Executive Chair in conjunction with this transition in corporate leadership,” said William Sheriff, enCore’s founder. “Rich brings the hands-on operating experience with public companies that enCore needs to lead in the domestic uranium sector. His background in the natural gas industry is exactly what enCore needs to carry us through the challenges of permitting, lowering costs across the board, increasing operational efficiencies and aggressively developing the Company’s premier assets—Alta Mesa East and Dewey Burdock.”
The Company thanks Mr. Willette for his service and wishes him success in future endeavors.
Richard H. Little, Chief Executive Officer and Director
Richard Little brings over 30 years of industry and public company experience primarily focused on enhancing production, well performance, operational efficiency, acquisitions and divestitures. His career in the resource industry highlights a result-oriented management style.
Mr. Little previously served as the Chief Executive Officer of Fury Resources, Inc., established to evaluate acquisitions. Prior to this, he served as the Chief Executive Officer of Ajax Resources, LLC where he engineered the sale of substantially all of its assets in the Northern Midland Basin to Diamondback Energy, Inc. for a total consideration of $1.24 billion. Following this transaction, Mr. Little served as Chief Executive Officer of Halcon Resources specifically to negotiate a pre-packaged bankruptcy to clear the company of over $750 million in debt. He then reorganized the company to include a new management and operations team and relisted on the NYSE in February 2020 as Battalion Oil where he served for three years.
About enCore Energy Corp.
enCore Energy Corp., America’s Clean Energy Company™, is committed to providing clean, reliable, and affordable fuel for domestic nuclear energy. The enCore team is led by industry experts with extensive knowledge and experience in all aspects of uranium In-Situ Recovery (“ISR”) operations and the nuclear fuel cycle. enCore solely utilizes ISR for uranium extraction, a well-known and proven technology co-developed by the leaders at enCore Energy.
Building on enCore’s demonstrated success in South Texas, future major projects in enCore’s planned project pipeline include the expansion of Alta Mesa to include Alta Mesa East property, the Dewey Burdock Project in South Dakota and the Gas Hills Project in Wyoming. The Company holds other assets, including non-core assets and proprietary databases. enCore is committed to working with local communities and indigenous governments to create positive impact from corporate projects.
Contact:
William M. Sheriff
Executive Chairman
972.333.2214
info@encoreuranium.com
www.encoreuranium.com
Cautionary Note Regarding Forward Looking Statements:
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and Canadian securities laws that are based on management’s current expectations, assumptions and beliefs. Forward-looking statements can often be identified by such words as “anticipates”, “will”, “may”, “expects”, “plans”, “believes”, “intends”, “estimates”, “projects”, “continue”, “potential”, and similar expressions or variations (including negative variations) of such words and phrases, or statements that certain actions, events or results “may”, “could”, or “will” be taken.
Forward-looking statements and information that are not statements of historical fact include, but are not limited to, any statements regarding future expectations, beliefs, goals or prospects and statements regarding the management transition and Company operations under new management. All such forward-looking statements are not guarantees of future results and forward-looking statements are subject to important risk factors and uncertainties, many of which are beyond the Company’s ability to control or predict, that could cause actual results to differ materially from those expressed in any forward-looking statement.
A number of important factors could cause actual results or events to differ materially from those indicated or implied by such forward-looking statements, including the availability of materials and equipment; timeliness of government approvals and unanticipated environmental impacts on operations; litigation risks; risks posed by the economic and political environments in which the Company operates and intends to operate; the failure to adequately manage future growth; adverse market conditions; the failure to satisfy ongoing regulatory requirements and factors relating to forward-looking statements listed above which include risks as disclosed in the Company’s filings on SEDAR+ and with the SEC, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, management discussion and analysis and annual information form. Should one or more
of these risks materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. The Company assumes no obligation to update the information in this communication, except as required by law. Additional information identifying risks and uncertainties is contained in filings by the Company with the respective securities commissions which are available online at www.sec.gov and www.sedarplus.ca.
Forward-looking statements are provided for the purpose of providing information about the current expectations, beliefs and plans of management. Such statements may not be appropriate for other purposes and readers should not place undue reliance on these forward-looking statements, that speak only as of the date hereof, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.