Chief Technology Officer and Head of Reactor Development — Dr. Florent Heidet: The employment and service of Dr. Florent Heidet as the Chief Technology Officer and Head of Reactor Development were terminated.

Entry Into a Material Definitive Agreement. STS Membership Interest Purchase Agreement On May 22, 2026, Nano Nuclear Energy Inc., a Nevada corporation (the “Company” or “Nano”), and its wholly-owned subsidiary Advanced Fuel Transportation Inc. a Nevada corporation (the “Buyer,” and together with the Company, the “Buyer Parties” and each a “Buyer Party”), entered into a Membership Interest Purchase Agreement (such agreement, together with all schedules, exhibits and attachments thereto, the “P…

Unregistered Sales of Equity Securities. The disclosure set forth above in

President of STS — Roy A. Boyd, II: Mr. Boyd was promoted to continue serving as the President of STS with an executive officer designation.

The closing of the transactions contemplated by the Purchase Agreement occurred on May 22, 2026.

Regulation FD Disclosure. On May 26, 2026, the Company issued a press release announcing the acquisition of STS. The press release is furnished as Exhibit 99.1 to this Current Report.

Other Events. Nano Nuclear Energy Inc. (the “Company,” “us,” “our,” or similar terminology), a Nevada corporation, has recently submitted a private proposal to Dioxitek S.A., an Argentinian state-owned nuclear fuel cycle and uranium dioxide production company and the country’s only feedstock manufacturer for nuclear fuel fabrication (“Dioxitek”), relating to the potential joint development by the parties of a natural uranium hexafluoride (UF6) production facility on Dioxitek’s existing infras…

Chief Executive Officer, Chief Financial Officer — Mr. James Walker, Mr. Jaisun Garcha: The company formalized employment agreements for the CEO and CFO, replacing previous consulting agreements.

Completion of Acquisition or Disposition of Assets.

Other Information Reference is made to two Current Reports on Form 8-K filed by Nano Nuclear Energy Inc., a Nevada corporation (the “ Company ”), on January 14, 2025 and August 20, 2025 (the “ Prior 8-Ks ”). The Prior 8-Ks describe the Company’s efforts and related transactions associated with its acquisition from the Sellers (as defined below) of the Company’s KRONOS MMR TM Energy System and LOKI MMR TM reactor and related assets, including a license application (the “ Chalk River License Ap…

Entry Into a Material Definitive Agreement. On October 7, 2025, Nano Nuclear Energy Inc., a Nevada corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with six institutional investors (the “ Investors ”), pursuant to which the Company agreed to offer and sell 8,490,767 shares (“ Shares ”) of common stock of the Company, par value $0.0001 per share (the “ Common Stock ”), in a private placement (the “ Private Placement ”) for gross proceeds…

Other Events. On October 7, 2025, the Company issued a press release announcing the pricing of the Private Placement (the “ Pricing Press Release ”). On October 10, 2025, the Company issued a press release announcing the closing of the Private Placement (the “ Closing Press Release ”). Copies of the Pricing Press Release and the Closing Press Release are filed as Exhibit 99.1 and 99.2, respectively, to this Current Report on Form 8-K and is incorporated by reference herein.

The Shares have not been registered under the Securities Act of 1933, as amended (the “ Securities Act ”), pursuant to a Registration Statement and are instead being offered pursuant to the exemption provided in Section 4(a)(2) under the Securities Act and/or Rule 506(b) promulgated thereunder.

Entry into a Material Definitive Agreement.

Completion of Acquisition or Disposition of Assets. Background on Acquisition of KRONOS MMR TM and LOKI MMR TM Reactors As previously disclosed, on December 18, 2024, Nano Nuclear Energy Inc., a Nevada corporation (the “ Company ”), entered into an Asset Purchase Agreement (as amended in January 2025, the “ APA ”) with Ultra Safe Nuclear Corporation, a Delaware corporation, Ultra Safe Nuclear Corporation – Technologies, a Washington corporation, USNC Holdings, LLC, a Washington limited liabil…

Independent Director — Dr. Seth Berl: Dr. Seth Berl was appointed as an independent director with significant expertise in technology and governmental experience.

Entry Into a Material Definitive Agreement. On May 26, 2025, Nano Nuclear Energy Inc., a Nevada corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with six institutional investors (the “ Investors ”), pursuant to which the Company agreed to offer and sell 3,888,889 shares (“ Shares ”) of common stock of the Company, par value $0.0001 per share (the “ Common Stock ”), in a private placement (the “ Private Placement ”) for gross proceeds of…

Other Events. On May 29, 2025, the Company issued a press release announcing the closing of the Private Placement. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The Shares have not been registered under the Securities Act of 1933, as amended (the “ Securities Act ”), pursuant to a Registration Statement and are instead being offered pursuant to the exemption provided in Section 4(a)(2) under the Securities Act and/or Rule 506(b) promulgated thereunder.

CTO and Head of Reactor Development — Dr. Florent Heidet: Dr. Heidet was appointed as the CTO and Head of Reactor Development, while James Walker resigned from his position as Head of Reactor Development.

Other Events. In the Auction, the Company submitted a bid for the acquisition of substantially all of the assets of Sellers, including their fuel business and their technology assets marketed as EmberCore and Nuclear Thermal Propulsion (NTP) (such assets other than the Assets, the “ Other Assets ”), and was selected as the back-up bidder for the Other Assets in the Auction. In the event that the winning bidder of the Other Assets in the Auction fails to consummate such acquisition, the Compan…

Entry Into a Material Definitive Agreement. On December 18, 2024, Nano Nuclear Energy Inc., a Nevada corporation (the “ Company ”) entered into an Asset Purchase Agreement (the “ APA ”) with Ultra Safe Nuclear Corporation, a Delaware corporation, Ultra Safe Nuclear Corporation – Technologies, a Washington corporation, USNC Holdings, LLC, a Washington limited liability company, Global First Power Limited, a Canadian corporation, and USNC-Power, Ltd., a British Columbia corporation (collectivel…

The Shares, the Warrants and the shares of Common Stock underlying the Warrants have not been registered under the Securities Act of 1933, as amended (the “ Securities Act ”), pursuant to a Registration Statement and are instead being offered pursuant to the exemption provided in Section 4(a)(2) under the Securities Act and/or Rule 506(b) promulgated thereunder.

Other Events. On November 27, 2024, the Company issued a press release announcing the closing of the Private Placement. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Entry Into a Material Definitive Agreement. On November 24, 2024, Nano Nuclear Energy Inc., a Nevada corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with three accredited institutional investors (the “ Investors ”), pursuant to which the Company agreed to offer and sell an aggregate of $60,000,048 of securities of the Company in a private placement (the “ Private Placement ”), consisting of (i) 2,500,002 shares (“ Shares ”) of common st…