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): June 24, 2026 (June 22, 2026)
Nano Nuclear Energy Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 001-42044 | 88-0861977 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
10 Times Square, 30th Floor
New York, New York 10018
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (212) 634-9206
Not Applicable
(Former name or former address, if changed since last report)
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(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.0001 per share | NNE | The Nasdaq Stock Market LLC |
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.
On and effective as of June 22, 2026, Dr. Florent Heidet’s employment and service as the Chief Technology Officer and Head of Reactor Development of Nano Nuclear Energy Inc, a Nevada corporation (the “Company”), was terminated (“Termination”). The Termination included the Company’s termination of Dr. Heident’s employment agreement with the Company, dated March 6, 2025 (except for those provisions of such agreement which survive termination). The Termination was unanimously approved by the Company’s Board of Directors (the “Board”).
Also, effective as of the Termination, the Board appointed James Walker, the Company’s Chief Executive Officer, to serve as the Company’s Interim Head of Reactor Development. There are no arrangements or understandings between Mr. Walker and any other persons pursuant to which Mr. Walker was appointed as Interim Head of Reactor Development. There are no family relationships between Mr. Walker and any director or executive officer of the Company, and there are no transactions involving Mr. Walker that would require disclosure under Item 404(a) of Regulation S-K.
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 hereunto duly authorized.
| Dated: June 24, 2026 | NANO Nuclear Energy Inc. | |
| By: | /s/ Jaisun Garcha | |
| Name: | Jaisun Garcha | |
| Title: | Chief Financial Officer | |