NUCL 8-K
Eagle Nuclear Energy Corp. (NUCL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.01. Changes in Registrant’s Certifying Accountant.
On July 29, 2026, Eagle Nuclear Energy Corp. (the “Company”) received written notice from Adeptus Partners, LLC (“Adeptus”) that Adeptus resigned as the Company’s independent registered public accounting firm, effective July 29, 2026.
Adeptus’ audit report on the Company’s consolidated financial statements for the fiscal year ended November 30, 2025 and for the period from December 14, 2023 (inception) through November 30, 2024, did not contain an adverse opinion or disclaimer of opinion and was not qualified or modified as to audit scope or accounting principles, except that such report included an explanatory paragraph regarding substantial doubt about the Company’s ability to continue as a going concern.
During the fiscal year ended November 30, 2025 and for the period from December 14, 2023 (inception) through November 30, 2024, and the subsequent interim period through the date of this report (the “Interim Period”), there were no “disagreements” (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) with Adeptus on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Adeptus’ satisfaction, would have caused Adeptus to make reference to the subject matter of the disagreements in connection with its report.
During the fiscal year ended November 30, 2025 and for the period from December 14, 2023 (inception) through November 30, 2024, and the Interim Period, there were no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K), except for the following material weakness which the Company identified in its internal control over financial reporting: failure to design or maintain an effective control environment commensurate with financial reporting requirements, including insufficient documentation of review procedures and inadequate segregation of duties.
The Company has provided Adeptus with a copy of the disclosures contained in this Current Report on Form 8-K and requested that Adeptus furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether Adeptus agrees with the statements made in this report. A copy of Adeptus’ letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.
On August 4, 2026, the audit committee of the board of directors of the Company (the “Board”) approved the engagement of CBIZ CPAs P.C. (“CBIZ”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ending November 30, 2026. CBIZ’s engagement is subject to completion of its customary client acceptance processes.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 29, 2026, Robert Kaplan, a member of the Board, notified the Board that he will not stand for re-election at the Company’s upcoming Annual Meeting of Shareholders, presently scheduled for August 19, 2026. Mr. Kaplan’s decision not to stand for re-election was not the result of any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies, or practices.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 16.1 | Letter from Adeptus Partners, LLC, dated August 4, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| EAGLE NUCLEAR ENERGY CORP. | |
| Date: August 4, 2026 | /s/ Manavdeep Mukhija |
| Name: Manavdeep Mukhija | |
| Title: Chief Executive Officer and Chairman |
Exhibit 16.1
U.S. Securities and Exchange Commission
Office of Filings and Information Services
Branch of Registration and Examinations
100 "F" Street, NE
Washington, D.C. 20549
RE: Eagle Nuclear Energy Corp.
To Whom It May Concern:
We have reviewed a copy of the 8-K proposed to be filed on August 4, 2026 submitted by Eagle Nuclear Energy Corp. to the Securities and Exchange Commission concerning the resignation of Adeptus Partners, LLC as the independent registered public accounting firm and we agree with the statements made in said 8-K.
There have been no disputes about accounting principles, financial statement disclosures, auditing scope or procedure, or applicable rules of the Commission during the periods when we were the auditors.
Very truly yours,
/s/ Adeptus Partners, LLC
Adeptus Partners, LLC