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

Rhea-AI Filing Summary

Form 4 Filing Details: Nano Nuclear Energy (NNE) Director Seth Jason Berl received a grant of 15,000 Restricted Stock Units (RSUs) on June 3, 2025, as reported in this insider trading disclosure.

The RSUs were granted under the company's 2025 Equity Incentive Plan with the following key terms:

• Grant value: $29.18 per share (based on closing price on grant date)
• Vesting schedule: 50% on December 3, 2025, and 50% on June 3, 2026
• Each RSU converts to one share of common stock
• Vesting contingent on continued service with the company

This equity compensation grant aligns the director's interests with shareholders through a two-year vesting period, demonstrating a long-term commitment to the company's performance.

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

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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^*

Berl Seth Jason

(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)
06/03/2025

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)	06/03/2025		A		15,000(1)		(1)	(1)	Common Stock	15,000	$0	0	D

Explanation of Responses:

1. Represents Restricted Stock Units ("RSUs") granted on June 3, 2025 ("Grant Date") under the Issuer's 2025 Equity Incentive Plan based on a value per share of $29.18, the closing price of the Issuer's common stock as reported on The Nasdaq Capital Market on June 3, 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 in two equal installments, with 50% vesting on December 3, 2025, and the remaining 50% vesting on the first anniversary of the Grant Date, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date. Notwithstanding the foregoing, 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/ Seth Jason Berl	06/25/2025
	** 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).
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FAQ

How many Restricted Stock Units (RSUs) did NNE director Seth Jason Berl receive on June 3, 2025?

Seth Jason Berl received 15,000 Restricted Stock Units (RSUs) from Nano Nuclear Energy Inc. (NNE) on June 3, 2025, with each RSU representing the right to receive one share of the company's common stock.

What is the vesting schedule for NNE director Berl's RSU grant from June 2025?

The RSUs vest in two equal installments: 50% (7,500 RSUs) will vest on December 3, 2025, and the remaining 50% (7,500 RSUs) will vest on June 3, 2026 (the first anniversary of the Grant Date), subject to Berl's continued service with NNE through each vesting date.

What was the value per share of NNE's RSUs granted to director Berl in June 2025?

The RSUs were granted based on a value per share of $29.18, which was NNE's closing stock price as reported on The Nasdaq Capital Market on June 3, 2025.

Under which plan were NNE's June 2025 RSUs granted to director Seth Jason Berl?

The RSUs were granted under Nano Nuclear Energy Inc.'s 2025 Equity Incentive Plan, pursuant to a Restricted Stock Unit Award Agreement.