0001065059False00010650592025-12-012025-12-010001065059leu:USGAAPCommonStockMemberMember2025-12-012025-12-010001065059leu:USGAAPRightsMemberMember2025-12-012025-12-01
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
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Date of Report (Date of earliest event reported): December 1, 2025
Centrus Energy Corp.
(Exact name of registrant as specified in its charter)
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| Delaware |
1-14287 |
52-2107911 |
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(Commission File Number) |
(I.R.S. Employer Identification No.) |
6901 Rockledge Drive, Suite 800
Bethesda, MD 20817
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (301) 564-3200
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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| Title of Each Class |
Trading Symbol |
Name of Each Exchange on Which Registered |
| Class A Common Stock, par value $0.10 per share |
LEU |
NYSE American |
| Rights to purchase Series A Participating Cumulative Preferred Stock, par value $1.00 per share |
LEU* |
NYSE American |
| *The rights currently transfer with the share of Common Stock |
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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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
On December 1, 2025, Centrus Energy Corp. (the “Company”) announced that the New York Stock Exchange (the “NYSE”) had approved the transfer of the listing of the (i) the Company’s Class A Common Stock, par value $0.10 per share (the “Class A Common Stock”) and (ii) the associated rights to purchase Series A participating cumulative preferred stock, par value $1.00 per share (the “Rights”) from the NYSE American LLC (the “NYSE American”) to the NYSE (the “Transfer”), where the Class A Common Stock and associated Rights will continue to trade under the ticker symbol “LEU”. The Company expects that trading of its Class A Common Stock and associated Rights on NYSE will commence on December 4, 2025. The Class A Common Stock and associated Rights will continue to trade on the NYSE American under the ticker symbol “LEU” until the transfer is complete.
Item 7.01 Regulation FD Disclosure
On December 1, 2025, the Company issued a press release in connection with the Transfer. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished in Items 7.01 and 9.01 of this Form 8-K shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise incorporated by reference into any filing pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
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| Exhibit No. |
Description |
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| 99.1 |
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| 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 thereunto duly authorized.
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Centrus Energy Corp. |
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| Date: |
December 1, 2025 |
By: |
/s/ Todd M. Tinelli |
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Todd M. Tinelli |
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Senior Vice President, Chief Financial Officer, |
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and Treasurer |
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EX-99.1
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centrus_nyseuplistingrel.htm
EX-99.1
centrus_nyseuplistingrel
Centrus Energy Announces Uplisting to the New York Stock Exchange BETHESDA, Md. – [December 1, 2025] – Centrus Energy Corp. (NYSE American: LEU) today announced that the company has been approved for uplisting to the New York Stock Exchange (NYSE) from the NYSE American (NYSE American). As a result of the uplisting, Centrus’ common stock will cease trading on the NYSE American after market close on December 3, 2025, and will commence trading on the NYSE effective at the opening of trading on December 4, 2025. Centrus will continue to trade under the symbol “LEU”. “This is another remarkable milestone for Centrus that reflects our growth and the value we are continuing to deliver for shareholders,” said Todd Tinelli, Chief Financial Officer of Centrus. “We believe this move will provide improved liquidity for our shareholders while enhancing our visibility to a broader investor base as we work to restore America’s ability to enrich uranium at a large scale.” “We are pleased to welcome Centrus to the New York Stock Exchange” said Chris Taylor, NYSE Group Chief Development Officer. “As it looks to re-establish large-scale U.S.-owned uranium enrichment capacity for commercial and national security needs, Centrus is poised to benefit from the enhanced visibility, liquidity, and long-term value that the NYSE offers.” About Centrus Energy Centrus Energy is a trusted American supplier of nuclear fuel and services for the nuclear power industry, helping meet the growing need for clean, affordable, carbon-free energy. Since 1998, the Company has provided its utility customers with more than 1,850 reactor years of fuel, which is equivalent to more than 7 billion tons of coal. With world-class technical and engineering capabilities, Centrus is pioneering production of High- Assay, Low-Enriched Uranium and is leading the effort to restore America’s uranium enrichment capabilities at scale so that we can meet our clean energy, energy security, and national security needs. Find out more at www.centrusenergy.com. Forward-Looking Statements This news release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. In this context, forward-looking statements mean statements related to future events, which may impact our expected future business and financial performance, and often contain words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “will”, “should”, “could”, “would” or “may” and other words of similar meaning, including the Company’s expectations regarding the commencement of trading on the NYSE, the cessation of trading on the NYSE American and the potential benefits of the NYSE listing. These forward-looking statements are based on information available to us as of the date of this news release and represent management’s current views and assumptions with respect to future events and operational, economic and financial performance. Forward-looking statements are not guarantees of future performance, events or results and involve known and unknown risks, uncertainties and other factors, which may be beyond our control.
Contacts: Investors: Neal Nagarajan NagarajanNK@centrusenergy.com Media: Dan Leistikow LeistikowD@centrusenergy.com ###