Centrus Energy (NYSE: LEU) outlines CFO severance, board exit details

Rhea-AI Filing Summary

Centrus Energy Corp. reports final terms of the previously announced departure of Senior Vice President, Chief Financial Officer and Treasurer Kevin J. Harrill and a separate board resignation. Harrill resigned effective August 10, 2025, but will remain employed through August 29, 2025 to help transition his duties while continuing to receive his current compensation.

Under a Waiver and Release Agreement effective August 21, 2025, Harrill will receive a cash payment of $608,344, a pro rata portion of his 2025 cash incentive award with a minimum of $159,120 subject to potential increase based on 2025 company performance, and health insurance premiums for one year. The company will accelerate 5,722 outstanding unvested performance-based restricted stock units if he remains employed through August 29, 2025 and provides satisfactory advisory services. The filing also notes that director Stephanie O’Sullivan resigned from the board on August 22, 2025 and that her departure is not due to any dispute or disagreement over the company’s operations, policies, or practices.

Insights

Corporate governance analyst

Centrus details standard CFO separation package and a non-dispute board resignation.

Centrus Energy formalizes the exit terms for former CFO Kevin J. Harrill after his earlier-announced resignation. The agreement combines cash severance of $608,344, a pro rata 2025 cash incentive award with a minimum of $159,120, and one year of health insurance premiums. In addition, 5,722 unvested performance-based restricted stock units will vest early if he remains through August 29, 2025 and provides satisfactory advisory services.

These terms align with typical executive separation structures, tying part of the package to ongoing cooperation and 2025 company performance. The filing also notes the resignation of director Stephanie O’Sullivan effective August 22, 2025, explicitly stating it is not the result of any dispute or disagreement over operations, policies, or practices. Together, the updates describe leadership changes and compensation commitments without indicating operational or financial strain in the excerpt provided.

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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): August 21, 2025

Centrus Energy Corp.

(Exact name of registrant as specified in its charter)

Delaware			1-14287			52-2107911
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

6901 Rockledge Drive, Suite 800

Bethesda, MD 20817

(Address of Principal Executive Offices)

Registrant's telephone number, including area code: (301) 564-3200

Check the appropriate box below if the Form 8-K filing 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			Name of Each Exchange on Which Registered
Class A Common Stock, par value $0.10 per share			LEU			NYSE American

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  ☐

If 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

As previously disclosed by the Company on a current report on Form 8-K filed with the Securities and Exchange Commission on August 8, 2025, Kevin J. Harrill resigned as the Senior Vice President, Chief Financial Officer and Treasurer of Centrus Energy Corp. (the “Company”) effective August 10, 2025. Mr. Harrill has agreed to continue his employment with the Company until August 29, 2025 in order to facilitate a smooth transition of duties to his successor. During this transition period, Mr. Harrill will continue to receive his current compensation. In connection with his resignation and continued employment, the Company and Mr. Harrill entered into a Waiver and Release Agreement, effective on August 21, 2025, pursuant to which the Company agreed to pay Mr. Harrill a cash payment of $608,344, a pro rata portion of his 2025 cash incentive award, which will be in a minimum amount of $159,120 (subject to an increase, if any, based on actual Company performance for 2025), and health insurance premiums for one year in exchange for a general waiver and release of all claims. The Company agreed to accelerate an aggregate of 5,722 outstanding unvested performance based restricted stock units held by Mr. Harrill so long as Mr. Harrill remains employed by the Company through August 29, 2025 and performs satisfactory service as an advisor to the Company during the transition period.

The foregoing description of the Waiver and Release does not purport to be complete and is qualified in its entirety by reference to the full text of the Waiver and Release, a copy of which is expected to be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending September 30, 2025.

On August 22, 2025, Stephanie O’Sullivan tendered her written resignation, effective August 22, 2025, from her position as a member of the Board of Directors of the Company (the “Board”). Ms. O’Sullivan’s departure from the Board is not the result of any dispute or disagreement with the Company or the Board on any matter relating to the Company’s operations, policies, or practices.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.			Description
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 thereunto duly authorized.

Centrus Energy Corp.

Date:

August 22, 2025

By:

/s/ Todd M. Tinelli

Todd M. Tinelli

Senior Vice President, Chief Financial Officer,

and Treasurer

FAQ

What executive change did Centrus Energy (LEU) report in this 8-K?

Centrus Energy reported final separation terms for Senior Vice President, Chief Financial Officer and Treasurer Kevin J. Harrill, who resigned effective August 10, 2025 and will remain employed through August 29, 2025 to support a transition.

What cash payments will former CFO Kevin Harrill receive from Centrus Energy (LEU)?

Under the Waiver and Release Agreement effective August 21, 2025, Kevin Harrill will receive a cash payment of $608,344 and a pro rata portion of his 2025 cash incentive award with a minimum of $159,120, which may increase based on actual 2025 company performance.

How are Kevin Harrill’s restricted stock units treated in the Centrus Energy (LEU) filing?

Centrus Energy agreed to accelerate an aggregate of 5,722 outstanding unvested performance-based restricted stock units held by Kevin Harrill, provided he remains employed through August 29, 2025 and performs satisfactory service as an advisor during the transition period.

What benefits besides cash does Centrus Energy (LEU) provide to Kevin Harrill upon his resignation?

In addition to cash payments and bonus eligibility, Centrus Energy agreed to pay health insurance premiums for one year for Kevin Harrill in exchange for his general waiver and release of all claims.

Which director resigned from the Centrus Energy (LEU) board and why does the filing say she left?

On August 22, 2025, Stephanie O’Sullivan resigned from the Centrus Energy board of directors. The filing states that her departure is not the result of any dispute or disagreement with the company or the board regarding operations, policies, or practices.

Will the full Waiver and Release Agreement for the Centrus Energy (LEU) CFO be publicly available?

The company states that the full text of the Waiver and Release Agreement is expected to be filed as an exhibit to its Quarterly Report on Form 10-Q for the quarter ending September 30, 2025.