NNE CEO James John Walker awarded 89,022 RSUs under 2025 plan

Rhea-AI Filing Summary

Nano Nuclear Energy Inc. (NNE) reported an equity award to its Chief Executive Officer and director, James John Walker. On November 13, 2025, he received 89,022 restricted stock units (RSUs) under the company’s 2025 Equity Incentive Plan, valued using a per‑RSU price of $33.70, the Nasdaq closing price of the common stock on that date. Each RSU represents one share of common stock, subject to plan and award agreement terms.

The RSUs vest in three equal installments, with one third vesting on each of the first, second and third anniversaries of the grant date, conditioned on Walker’s continued service with the company through each vesting date. Any fractional RSUs are carried forward and vest only when they accumulate to a whole unit.

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^*

Walker James John

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

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		89,022(1)		(1)	(1)	Common Stock	89,022	$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 in three equal installments, with one third (1/3) vesting on each of the first, second and third anniversary of the Grant Date, subject to the Reporting Person's continued service with the Issuer through each applicable 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/ James John Walker	11/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What equity award did Nano Nuclear Energy (NNE) grant to its CEO?

Nano Nuclear Energy granted its Chief Executive Officer and director, James John Walker, an award of 89,022 restricted stock units (RSUs) on November 13, 2025 under the company’s 2025 Equity Incentive Plan.

How was the value of the RSUs granted to the NNE CEO determined?

The 89,022 RSUs were valued using a per‑RSU price of $33.70, which was the closing price of Nano Nuclear Energy’s common stock on The Nasdaq Capital Market on November 13, 2025.

What does each RSU granted by Nano Nuclear Energy represent?

Each RSU granted to James John Walker represents the right to receive one share of Nano Nuclear Energy’s common stock, subject to the terms and conditions in the Restricted Stock Unit Award Agreement and the 2025 Equity Incentive Plan.

What is the vesting schedule for the 89,022 RSUs at Nano Nuclear Energy?

The 89,022 RSUs vest in three equal installments, with one third vesting on each of the first, second and third anniversaries of the November 13, 2025 grant date, subject to James John Walker’s continued service with the company.

Are fractional RSUs from the Nano Nuclear Energy grant immediately vested?

No. Any fractional portion of an RSU that would otherwise vest is accumulated and will only vest when a whole RSU has accumulated, in line with the plan’s terms.

Under what plan were the RSUs for Nano Nuclear Energy’s CEO granted?

The RSUs granted to James John Walker were issued under Nano Nuclear Energy’s 2025 Equity Incentive Plan, as described in the award documentation.