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ONE Nuclear Energy COO reports 30.2M-share stake

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(Neutral)
Form Type
3

Rhea-AI Filing Summary

Hennessy Capital Investment Corp. VII (HVII), renamed ONE Nuclear Energy Inc., reported that Kevin Francis Dowd, its Chief Operating Officer, director and 10% owner, directly held 30,237,852 shares of common stock issued to him in connection with the business combination consummated on September 23, 2026. The business combination made ONE Nuclear Energy, LLC a direct, wholly-owned subsidiary of the renamed company.

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Insider Dowd Kevin Francis
Role Chief Operating Officer
Type Security Shares Price Value
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 30,237,852 shares (Direct)
Direct common stock holdings 30,237,852 shares Reported following the September 23, 2026 business combination
business combination technical
"in connection with the business combination consummated on September 23, 2026"
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
par value financial
"common stock, par value $0.0001 per share"
Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.
wholly-owned subsidiary technical
"became a direct, wholly-owned subsidiary"
A wholly-owned subsidiary is a company whose entire ownership is held by another company, called the parent, so the parent controls all shares, board appointments and major decisions. For investors this matters because the subsidiary’s profits, losses, assets and liabilities are treated as part of the parent’s financial picture, affecting valuation and risk exposure — imagine a parent owning a single storefront outright and consolidating its receipts and bills into the parent’s books.

FAQ

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How many shares did Kevin Francis Dowd report holding in HVII?

Kevin Francis Dowd reported direct ownership of 30,237,852 shares of common stock, issued in connection with the business combination consummated on September 23, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Dowd Kevin Francis

(Last)(First)(Middle)
C/O ONE NUCLEAR ENERGY INC.
700 S. ROSEMARY AVENUE, SUITE 204

(Street)
WEST PALM BEACH FLORIDA 33401

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
09/23/2026
3. Issuer Name and Ticker or Trading Symbol
ONE Nuclear Energy Inc. [ ONEN ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock30,237,852D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
Remarks:
Comprised of 30,237,852 shares of common stock, par value $0.0001 per share, of ONE Nuclear Energy Inc. issued to the Reporting Person in connection with the business combination consummated on September 23, 2026 by Hennessy Capital Investment Corp. VII, Solis Merger Sub LLC and ONE Nuclear Energy, LLC, pursuant to which ONE Nuclear Energy, LLC became a direct, wholly-owned subsidiary of Hennessy Capital Investment Corp. VII and Hennessy Capital Investment Corp. VII was renamed ONE Nuclear Energy Inc.
/s/ Kevin Dowd09/25/2026
** Signature of Reporting PersonDate
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 5 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

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