EU insider awards 482,589 RSUs, 30,000 options at $3.47 strike

Rhea-AI Filing Summary

enCore Energy Corp. reported that Executive Chairman William M. Sheriff received equity awards on 10/08/2025. He was granted 482,589 restricted stock units (RSUs) that vest in three equal annual installments on 10/08/2026, 10/08/2027, and 10/08/2028. In addition, 102,500 RSUs were granted indirectly by spouse with the same three‑year vesting schedule. The filing also shows a grant of 30,000 stock options with an exercise price of $3.47, vesting in installments beginning 04/08/2026 and fully vesting by 04/08/2027. Following these grants, the reporting person has beneficial ownership of 482,589 directly held shares and 102,500 indirectly held shares, plus the 30,000 option rights.

Positive

• Large time‑based RSU grant: 482,589 RSUs vesting over three years aligns leadership with long‑term performance
• Combination of RSUs and options: balances guaranteed equity with upside participation via 30,000 options at $3.47

Negative

• Potential dilution: 584, + (note: total underlying shares) 615,089 shares could increase outstanding shares when RSUs vest and options are exercised
• Near‑term vesting schedule: significant portions vest in 2026 and 2027, which may increase share issuance in those years

Insights

Corporate Governance Analyst

Large, time‑based equity grants align the Executive Chairman with long‑term shareholder value.

These awards total 615,089 underlying common shares when combining direct RSUs and spouse‑held RSUs, plus 30,000 options, and vest over two to three years, which ties compensation to multi‑year performance. The staged vesting schedule reduces immediate dilution and encourages retention through 10/08/2028.

Key dependencies include future share issuance at vesting and exercise activity for the options priced at $3.47. Monitor outstanding share count and any subsequent filings for exercised options or issued shares within the next 2026–2028 vesting windows.

Executive Compensation Specialist

Mix of RSUs and options balances retention with upside participation for management.

The RSUs provide guaranteed eventual equity if the executive remains employed, while the options offer leverage if the stock rises above the $3.47 strike. The option vesting schedule begins 04/08/2026 and is fully exercisable by 04/08/2027, creating near‑term milestones for potential executive decisions.

Risks include potential dilution when RSUs convert to shares and when options are exercised; investors should watch periodic Section 16 filings and proxy disclosures for aggregate dilution trends through 10/08/2028.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SHERIFF WILLIAM M

(Last) (First) (Middle)

5950 BERKSHIRE LANE, SUITE 210

(Street)

DALLAS TX 75225

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
enCore Energy Corp. [ EU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
10/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	10/08/2025		A		482,589		(2)	(2)	Common Shares	482,589	$0	482,589	D
Restricted Stock Unit	(1)	10/08/2025		A		102,500		(3)	(3)	Common Shares	102,500	$0	102,500	I	By Spouse.
Stock Option (Right to Buy)	$3.47	10/08/2025		A		30,000		(4)	10/08/2030	Common Shares	30,000	$0	30,000	I	By Spouse.

Explanation of Responses:

1. Each restricted stock unit represents the contingent right to receive one common share of enCore Energy Corp.

2. On October 8, 2025, the reporting person was granted 482,589 restricted stock units. The restricted stock units vest one-third on October 8, 2026, one-third on October 8, 2027 and one-third on October 8, 2028.

3. On October 8, 2025, the reporting person was indirectly granted 102,500 restricted stock units. The restricted stock units vest one-third on October 8, 2026, one-third on October 8, 2027 and one-third on October 8, 2028.

4. On October 8, 2025, the reporting person was granted 30,000 stock options. The stock options vest and become exercisable one-fourth April 8, 2026, one-fourth October 8, 2026 and one-half April 8, 2027.

	/s/ Robert Willette as attorney-in-fact for William M. Sheriff	10/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What equity awards did William M. Sheriff receive in the Form 4 for enCore Energy (EU)?

He was granted 482,589 RSUs directly, 102,500 RSUs indirectly (by spouse), and 30,000 stock options with an exercise price of $3.47.

When do the RSUs granted to the Executive Chairman vest?

The RSUs vest in three equal installments on 10/08/2026, 10/08/2027, and 10/08/2028.

What is the vesting schedule for the 30,000 stock options?

The options vest one‑fourth on 04/08/2026, one‑fourth on 10/08/2026, and the remaining one‑half on 04/08/2027.

How many shares will the RSUs convert into upon vesting?

Each restricted stock unit represents the contingent right to receive one common share, so 482,589 RSUs convert to 482,589 shares and 102,500 RSUs convert to 102,500 shares at vesting.

Does the Form 4 show direct or indirect ownership?

The filing shows 482,589 shares as direct ownership and 102,500 as indirect ownership by spouse, plus the options marked as indirect by spouse for the 30,000 grants.