| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/01/2025 |
3. Issuer Name and Ticker or Trading Symbol
enCore Energy Corp. [ EU ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) 01/10/2025 |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 2,879 | I | By spouse. |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Option (Right to Buy) | (1) | 05/26/2026 | Common Stock | 66,667 | 6.24(2) | I | See Footnote(3) |
| Stock Option (Right to Buy) | (4) | 05/17/2028 | Common Stock | 50,000 | 4.03(5) | I | See Footnote(3) |
| Stock Option (Right to Buy) | (6) | 06/13/2029 | Common Stock | 100,000 | 8.16(7) | I | See Footnote(3) |
| Explanation of Responses: |
| 1. On May 26, 2021, Tintina Holdings, Ltd., a communications and community engagement consultant owned by the reporting person's spouse ("Tintina Holdings"), was granted 66,667 stock options of enCore Energy Corp. (the "Company") pursuant to the Company's Stock Option Plan. The stock options are fully vested and became exercisable in four equal installments beginning on May 26, 2021. During the year ended December 31, 2023, these options were assumed by 5 Spot Corporation, a communications and community engagement consultant owned by the reporting person's spouse ("5 Spot Corp.") in connection with the assignment of a consulting contract from Tintina Holdings to 5 Spot Corp. |
| 2. Represents an exercise price of $4.320 Canadian dollars, converted to U.S. dollars at the daily average exchange rate of $1.00 to CAD$1.4435 reported by the Bank of Canada on January 29, 2025. |
| 3. These stock options are held by 5 Spot Corp., an entity owned by the reporting person's spouse. The reporting person disclaims beneficial ownership of such stock options except to the extent of his pecuniary interest therein. |
| 4. On May 17, 2023, Tintina Holdings was granted 50,000 stock options of the Company pursuant to the Company's Stock Option Plan. The stock options vested and became exercisable one-fourth on November 17, 2023, one-fourth on May 17, 2024 and one-fourth on November 17, 2024 and will vest and become exercisable one-fourth on May 17, 2025. During the year ended December 31, 2023, these options were assumed by 5 Spot Corp. in connection with the assignment of a consulting contract from Tintina Holdings to 5 Spot Corp. |
| 5. Represents an exercise price of $2.790 Canadian dollars, converted to U.S. dollars at the daily average exchange rate of $1.00 to CAD$1.4435 reported by the Bank of Canada on January 29, 2025. |
| 6. On June 13, 2024, 5 Spot Corp. was granted 100,000 stock options of the Company pursuant to the Company's Stock Option Plan. The stock options vested and became exercisable one-fourth on December 13, 2024, and will vest and become exercisable one-fourth on June 13, 2025, one-fourth on December 13, 2025 and one-fourth on June 13, 2026. |
| 7. Represents an exercise price of $5.650 Canadian dollars, converted to U.S. dollars at the daily average exchange rate of $1.00 to CAD$1.4435 reported by the Bank of Canada on January 29, 2025. |
| Remarks: |
| This Form 3 is being amended to report certain holdings by the reporting person's spouse, attributable to the reporting person that were inadvertently omitted from the original filing. |
| /s/ Robert Willette, as attorney-in-fact for William M. Sheriff | 01/30/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
