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Corporate Policy

Insider Trading Policy

Effective April 6, 2026

1. Purpose

This Insider Trading Policy establishes rules to prevent Insiders of NUE Power Corp (the "Company") from trading securities while in possession of material, non-public information ("MNPI") and from tipping others who may trade on such information. Violations may result in severe civil or criminal penalties under the Securities Act (British Columbia) and the Criminal Code of Canada.

2. Who Is an Insider

For the purposes of this Policy, "Insiders" include all directors, officers, employees, and contractors of the Company, as well as their immediate family members residing in the same household.

3. Prohibited Trading

No Insider may, directly or indirectly:

  • Purchase or sell securities of the Company while in possession of MNPI about the Company
  • Disclose MNPI to any other person who may trade on that information ("tipping")
  • Trade in the securities of any other company while in possession of MNPI about that company obtained through the Insider's role with the Company

4. Blackout Periods

Insiders are prohibited from trading during the following blackout periods:

  • Beginning when the Insider becomes aware of material financial results and ending two (2) trading days after the public release of the quarterly or annual financial statements and MD&A
  • Any other period designated by the Disclosure Committee as a blackout period due to a pending material development

5. Pre-Clearance

All directors and officers are required to obtain pre-clearance from the Chief Financial Officer (or designate) before executing any trade in Company securities, even outside of a blackout period. Pre-clearance requests must be submitted at least two business days in advance of the intended trade.

6. Special Trading Plans

Insiders may enter into pre-established trading plans (similar to Rule 10b5-1 plans under US securities law) that allow trades at times when the Insider may possess MNPI, provided the plans are established during an open trading window and comply with applicable Canadian securities laws.

7. Short Sales and Derivatives

Insiders are prohibited from short-selling Company securities or entering into hedging transactions that could offset losses on Company securities at any time.

8. Insider Reporting

All Insiders are reminded of their obligation to file insider reports on SEDI (System for Electronic Disclosure by Insiders) within the time periods required by applicable securities law, generally within five calendar days of a trade.

9. Penalties

Violation of this Policy or applicable securities laws may result in disciplinary action, termination, civil liability, and criminal prosecution. The Company will cooperate fully with regulatory investigations into insider trading.

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