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X-Energy (NASDAQ: XE) executive discloses 552,599 shares and options in Form 3

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

X-Energy, Inc. filed an initial ownership report for Joel Duling, President of TRISO-X, showing his equity stake in the company. He directly holds 552,599 shares of Class A common stock, including 423,855 shares of restricted stock, plus stock options tied to 207,549 shares at a $23.00 exercise price that expire on April 24, 2036, with portions vesting in annual installments beginning in 2026.

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Insider Duling Joel
Role President, TRISO-X
Type Security Shares Price Value
holding Stock Option -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Stock Option — 207,549 shares (Direct, null); Class A Common Stock — 552,599 shares (Direct, null)
Footnotes (1)
  1. Includes 423,855 shares of restricted stock. The stock option is vested as to 36,505 of the underlying shares. The stock option vests as to 109,517 of the underlying shares in three substantially equal annual installments beginning on September 30, 2026, and as to 61,527 of the underlying shares in four substantially equal annual installments beginning on December 23, 2026.
Direct Class A common stock 552,599 shares Held directly by Joel Duling as reported on Form 3
Restricted stock included 423,855 shares Portion of the 552,599 Class A shares designated as restricted
Stock options underlying shares 207,549 shares Underlying Class A common stock tied to reported stock options
Option exercise price $23.00 per share Exercise price for the reported stock options
Vested option shares 36,505 shares Underlying shares already vested under the stock option
Future 3-year vesting tranche 109,517 shares Vests in three substantially equal annual installments from September 30, 2026
Future 4-year vesting tranche 61,527 shares Vests in four substantially equal annual installments from December 23, 2026
Option expiration date April 24, 2036 Expiration date of the reported stock option grant
restricted stock financial
"Includes 423,855 shares of restricted stock."
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Stock Option financial
"The stock option is vested as to 36,505 of the underlying shares."
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
vested financial
"The stock option is vested as to 36,505 of the underlying shares."
annual installments financial
"vests as to 109,517 of the underlying shares in three substantially equal annual installments"
underlying shares financial
"The stock option is vested as to 36,505 of the underlying shares."
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SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Duling Joel
(Last)(First)(Middle)
C/O X-ENERGY, INC.
530 GAITHER ROAD, SUITE 700
(Street)
ROCKVILLE MARYLAND 20850
(City)(State)(Zip)
UNITED STATES
(Country)		2. Date of Event Requiring Statement (Month/Day/Year)
04/24/2026		3. Issuer Name and Ticker or Trading Symbol
X-Energy, Inc. [ XE ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, TRISO-X
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
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)
Class A Common Stock552,599(1)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (2)04/24/2036Class A Common Stock207,549$23D
Explanation of Responses:
1. Includes 423,855 shares of restricted stock.
2. The stock option is vested as to 36,505 of the underlying shares. The stock option vests as to 109,517 of the underlying shares in three substantially equal annual installments beginning on September 30, 2026, and as to 61,527 of the underlying shares in four substantially equal annual installments beginning on December 23, 2026.
Remarks:
Exhibit 24 - Power of Attorney.
/s/ Elizabeth Petrone, Attorney-in-Fact04/24/2026
** Signature of Reporting PersonDate
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.
* Form 3: SEC 1473 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What does X-Energy (XE) Form 3 show for Joel Duling’s common stock holdings?

Joel Duling directly holds 552,599 shares of X-Energy Class A common stock. This total includes 423,855 shares of restricted stock, reflecting both currently unrestricted and restricted equity that ties his compensation and incentives to the company’s long-term performance.

How many X-Energy (XE) stock options does Joel Duling report on Form 3?

He reports stock options tied to 207,549 shares of X-Energy Class A common stock. These options carry a $23.00 exercise price and represent potential future share ownership if exercised, subject to vesting schedules and the stated expiration date in 2036.

What are the key vesting terms for Joel Duling’s X-Energy (XE) stock options?

The filing notes 36,505 underlying shares are already vested. An additional 109,517 shares vest in three substantially equal annual installments beginning September 30, 2026, and 61,527 shares vest in four substantially equal annual installments beginning December 23, 2026.

When do Joel Duling’s X-Energy (XE) stock options expire and at what price?

The stock options reported on Form 3 have a $23.00 per share exercise price and expire on April 24, 2036. This gives a long exercise window, during which vested portions can potentially be converted into Class A common stock.

Does the X-Energy (XE) Form 3 show any recent buy or sell transactions by Joel Duling?

The Form 3 is an initial ownership report and lists holdings rather than new trades. It shows common stock and option positions as of the reporting date, without identifying any specific purchases, sales, or other transactional activity by Duling.