[Form 4] Nano Nuclear Energy Inc. Insider Trading Activity

Rhea-AI Filing Summary

Nano Nuclear Energy Inc. granted a new equity award to one of its directors. On November 13, 2025, director Diane Elizabeth Hare received 2,968 restricted stock units (RSUs) of Nano Nuclear Energy Inc. common stock under the company’s 2025 Equity Incentive Plan. The grant value was based on a price of $33.70 per RSU, equal to the Nasdaq Capital Market closing price of the company’s common stock on the grant date. Each RSU represents one share of common stock and will vest on the first anniversary of the grant date, as long as the director continues serving the company. Any fractional RSU amounts are accumulated and only vest when they total a whole RSU.

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
Estimated average burden
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^*

Hare Diane Elizabeth

(Last) (First) (Middle)

10 TIMES SQUARE, 30TH FLOOR

(Street)

NEW YORK NY 10018

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nano Nuclear Energy Inc. [ NNE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/13/2025

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 Units(1)	(1)	11/13/2025		A		2,968(1)		(1)	(1)	Common Stock	2,968	$0	0	D

Explanation of Responses:

1. Represents Restricted Stock Units ("RSUs") granted on November 13, 2025 ("Grant Date") under the Issuer's 2025 Equity Incentive Plan ("2025 Plan") based on a value per RSU of $33.70, the closing price of the Issuer's common stock as reported on The Nasdaq Capital Market on November 13, 2025. Each RSU represents the right to receive one share of the Issuer's common stock, subject to the terms and conditions set forth in the award of such RSUs by the Issuer to the Reporting Person pursuant to a Restricted Stock Unit Award Agreement and the 2025 Plan. The RSUs shall vest on the first anniversary of the Grant Date, subject to the Reporting Person's continued service with the Issuer through the vesting date. Any applicable fraction of an RSU that would otherwise be vested will be accumulated and will vest only when a whole RSU has accumulated.

	/s/ Diane Elizabeth Hare	11/17/2025
	** 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.
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.

FAQ

What did Nano Nuclear Energy Inc. (NNE) report in this Form 4?

The filing reports that director Diane Elizabeth Hare received a grant of 2,968 restricted stock units (RSUs) of Nano Nuclear Energy Inc. common stock on November 13, 2025 under the company’s 2025 Equity Incentive Plan.

How many RSUs were granted to the Nano Nuclear Energy (NNE) director and at what value?

Diane Elizabeth Hare was granted 2,968 RSUs, with the grant calculated using a value of $33.70 per RSU, which was the closing price of Nano Nuclear Energy’s common stock on The Nasdaq Capital Market on November 13, 2025.

When do the RSUs granted by Nano Nuclear Energy (NNE) to the director vest?

The RSUs granted to Diane Elizabeth Hare will vest on the first anniversary of the November 13, 2025 grant date, provided she continues to serve the company through that vesting date.

What does each RSU granted by Nano Nuclear Energy (NNE) represent?

Each RSU represents the right to receive one share of Nano Nuclear Energy Inc. common stock, subject to the terms of the Restricted Stock Unit Award Agreement and the 2025 Equity Incentive Plan.

How does Nano Nuclear Energy (NNE) handle fractional RSUs for this grant?

Any fractional portion of an RSU that would otherwise vest is accumulated and will only vest when enough fractional amounts total a whole RSU.

What is the relationship of the reporting person to Nano Nuclear Energy Inc. (NNE)?

The reporting person, Diane Elizabeth Hare, is identified in the filing as a director of Nano Nuclear Energy Inc.