UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June~~September 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 1-14287

Centrus Energy Corp.


Delaware			52-2107911
(State of incorporation)			(I.R.S. Employer Identification No.)

6901 Rockledge Drive, Suite 800, Bethesda, Maryland 20817

(301) 564-3200

Securities registered pursuant to Section 12(b) of the Act:


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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically, if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☒

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~August~~November 1, 2025, there were 17,~~488~~492,~~642~~832 shares of the registrant’s Class A Common Stock, par value $0.10 per share, and 719,200 shares of the registrant’s Class B Common Stock, par value $0.10 per share, outstanding.

TABLE OF CONTENTS

		Page
	PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited):
	Consolidated Balance Sheets at June 30, 2025 and December 31, 2024	10
	Consolidated Balance Sheets at September 30, 2025 and December 31, 2024	10
	Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months Ended June 30, 2025 and 2024	11
	Consolidated Statements of Operations and Comprehensive Income for the Three and Nine Months Ended September 30, 2025 and 2024	11
	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024	12
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024	12
	Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30, 2025 and 2024	13
	Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended September 30, 2025 and 2024	13
	Notes to Consolidated Financial Statements	1415
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	3438
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6064
Item 4.	Controls and Procedures	6164
	PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	6265
Item 1A.	Risk Factors	6265
Item 5.	Other Information	6267
Item 6.	Exhibits	6368
Signatures		6469

Glossary of Certain Terms and Abbreviations

Centrus Energy Corp. and Related Entities
ACO			American Centrifuge Operating LLC, a subsidiary of Centrus
Board			Centrus Energy Corp.’s Board of Directors
Centrus			Centrus Energy Corp.
Enrichment Corp.			United States Enrichment Corporation, a subsidiary of Centrus
Paducah GDP			Paducah Gaseous Diffusion Plant, an enrichment plant in Paducah, Kentucky, formerly operated by Enrichment Corp.
Piketon			Production facility in Piketon, Ohio
Portsmouth GDP			Portsmouth Gaseous Diffusion Plant, an enrichment plant near Portsmouth, Ohio, formerly operated by Enrichment Corp.
USEC-Government			Enrichment Corp. prior to 1993, a wholly-owned government corporation prior to its privatization in July 1998
Other Terms and Abbreviations
0% Convertible Notes			0% Convertible Senior Notes, maturing August 2032 unless repurchased, redeemed or converted
2.25% Convertible Notes			2.25% Convertible Senior Notes, maturing November 2030 unless repurchased, redeemed or converted
2002 DOE-USEC Agreement			June 17, 2002 agreement between Centrus (then known as USEC Inc.) and the DOE
5B Cylinders			Storage cylinders for HALEU UF6 produced by the cascade
8.25% Notes			8.25% Notes, originally maturing February 2027, redeemed in March 2025
American Centrifuge			Advanced uranium enrichment gas centrifuge technology previously developed, based on the proven workable U.S. centrifuge technology developed by DOE in the mid-1980s and utilized in a demonstration facility in 2012-2013
American Centrifuge Plant			Refers to a demonstration facility in Piketon, Ohio where USEC planned to install a lead cascade of centrifuge machines to demonstrate the American Centrifuge technology under the terms of the 2002 DOE-USEC Agreement
ARDP			DOE’s Advanced Reactor Demonstration Program
ATM			At the Market
Class A Common Stock			Class A common stock, $0.10 par value per share
Class B Common Stock			Class B common stock, $0.10 par value per share
Common Stock			Class A Common Stock and Class B Common Stock
D&D			Decontamination & Decommissioning
DOC			U.S. Department of Commerce
DOE			U.S. Department of Energy
EU			European Union
Exchange Act			Securities Exchange Act of 1934, as amended
HALEU			High Assay Low-Enriched Uranium
HALEU Deconversion Contract			An IDIQ contract awarded by DOE to ACO on October 4, 2024 for the deconversion of HALEU
HALEU Demonstration Contract			Three-year, $115.0 million cost-share contract with DOE signed in 2019 by Centrus’ subsidiary, ACO
HALEU Production Contract			An IDIQ contract awarded by DOE to ACO on October 16, 2024 for the production of HALEU
HALEU Operation Contract			HALEU production contract with DOE signed in 2022
IDIQ			Indefinite Delivery, Indefinite Quantity

IDIQ			Indefinite Delivery, Indefinite Quantity
IEA			International Energy Agency
Import Ban Act			The “Prohibiting Russian Uranium Imports Act” enacted in May 2024 that bans imports of LEU from Russia into the U.S., effective August 11, 2024, subject to issuance of waivers by the DOE
LEU			Low-Enriched Uranium; term is also used to refer to the Centrus Energy Corp. business segment which supplies commercial customers with various components of nuclear fuel
LEU Production Contract			An IDIQ contract awarded by DOE to ACO on December 10, 2024 for expansion of domestic LEU production
Natural Uranium			Raw material needed to produce LEU and HALEU
NOL			Net Operating Loss
NRC			U.S. Nuclear Regulatory Commission
NUBIL			Net unrealized built-in loss
Orano			Orano Cycle
Orano Supply Agreement			Long-term supply of SWU contained in LEU, signed by Enrichment Corp. with Orano in 2018
Power MOU			Memorandum of understanding between the DOE and USEC-Government
Price-Anderson Act			Price-Anderson Nuclear Industries Indemnity Act (Section 170 of the U.S. Atomic Energy Act of 1954, as amended)
RFP			Request for Proposal
Rights Agreement			Section 382 Rights Agreement, dated as of April 6, 2016, by and among the Company and Computershare Trust Company, N.A. and Computershare Inc., as rights agent, as amended
Rosatom			Russian State Atomic Energy Corporation
RSA			1992 Russian Suspension Agreement, as amended
Russian Decree			Russian Federal Decree No. 1544, passed on November 14, 2024, that rescinded TENEX’s general license to export LEU to the United States or to entities registered in the United States, effective through December 31, 2025
SARs			Stock appreciation rights
SEC			U.S. Securities & Exchange Commission
SWU			Separative work unit
Technical Solutions			The Centrus business segment which offers technical, manufacturing, engineering, and operations services to public and private sector customers
TENEX			Russian government-owned entity TENEX, Joint-Stock Company
TENEX Supply Contract			Agreement with TENEX through 2028
U.S. GAAP			Generally Accepted Accounting Principles in the United States
U3O8			Uranium oxide, aka “yellowcake”
UF6			Uranium hexafluoride
WNA			World Nuclear Association

FORWARD-LOOKING STATEMENTS

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

This Quarterly Report on Form 10-Q of Centrus (the “Company,” “we” or “us”) contains “forward-looking statements” within the meaning of Section 21E of the Exchange Act of 1934, 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. These forward-looking statements are based on information available to us as of the date of this Quarterly Report on Form 10-Q 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.

The factors that could cause actual results to differ materially from the forward-looking statements made by us include those factors discussed herein, including those factors discussed in (a) Part I, Item 1. Financial Statements (Unaudited): Note 1112, Commitments and Contingencies, (b) Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, (c) Part II, Item 1A. Risk Factors, and (d) other factors discussed in the Company’s filings with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this Quarterly Report. The Company does not undertake any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances that may arise after the date of this Quarterly Report on Form 10-Q unless required by law.

For Centrus, particular risks and uncertainties (hereinafter “risks”) that could cause our actual future results to differ materially from those expressed in our forward-looking statements and which are, and may be, exacerbated by any worsening of the global business and economic environment include but are not limited to the following:

Risks related to the war in Ukraine primarily include:

•risks related to the geopolitical conflicts and the imposition of sanctions or other measures, including bans or tariffs, by (i) the U.S. or foreign governments and institutions such as the EU, (ii) organizations (including the United Nations or other international organizations), and/or (iii) entities (including private entities or persons), that could directly or indirectly impact our financial position or ability to obtain, deliver, transport, or sell LEU or the SWU and natural uranium hexafluoride components of LEU delivered to us under the TENEX Supply Contract or other supply contracts or make related payments or deliveries of natural uranium hexafluoride to TENEX;

•risks related to laws or other government measures that ban, delay or restrict (i) imports of Russian LEU into the United States, including but not limited to the Import Ban Act, or (ii) transactions with Rosatom or its subsidiaries, which include TENEX or (iii) exports of Russian LEU from Russia to the United States or any entity that is a U.S. entity or that transacts with a U.S. entity, including but not limited to the Russian Decree;

•risks related to our potential inability to secure additional U.S. government waivers from the Import Ban Act in a timely manner or at all in order to allow us to continue importing Russian LEU under the TENEX Supply Contract or implementing the TENEX Supply Contract;

•risks related to TENEX’s refusal or its prohibition or inability to deliver, or timely deliver, LEU to us for any reason including (i) U.S. or foreign government sanctions, bans, or decrees imposed on LEU from Russia or on TENEX, (ii) TENEX being unable, prohibited or unwilling to receive payments, receive the return of natural uranium hexafluoride, or conduct other activities related to the TENEX Supply Contract, (iii) TENEX elects, or is directed (including by its owner or the Russian government), to limit, pause or stop transactions with us or with the United States or other countries or (iv) TENEX is unable to secure specific export licenses from the Russian authorities as required by the Russian Decree for each shipment or secure them in a timely manner to ship Russian LEU to the United States, or such export licenses, once secured, are subsequently rescinded prior to shipment;

•risks related to laws, sanctions or other government measures that prohibit or restrict doing business with TENEX; and

•risks related to disputes with third parties, including contractual counterparties, that could result if we do not receive timely deliveries of LEU under the TENEX Supply Contract and are unable to rely on contractual protections.

Risks related to economic and industry factors primarily include:

•risks related to our dependence on others, such as TENEX, under the TENEX Supply Contract, Orano, under the Orano Supply Agreement, and other suppliers (including, but not limited to, transporters, fabricators or converters) who provide, or deliver, to us the goods and services we need to conduct our business and any resulting negative impact on our liquidity;

•risks related to our ability to sell, transport or deliver the LEU we procure pursuant to our purchase obligations under our supply agreements and the impacts of sanctions or limitations on imports of such LEU, including those imposed under the RSA, international trade legislation and other international trade restrictions including but not limited to the Import Ban Act and Russian Decree;

•risks related to the increasing quantities of LEU being imported into the United States from China and the impact on our ability to make future LEU or SWU sales or ability to finance any build -out of our enrichment capacities;

•risks related to change in laws, tariffs or other government measures that would lift, lower or relax such laws, tariffs or government measures to allow the importation of LEU, or increase its cost, from Russia or other countries with restrictions;

•risks related to not being able to sell the Russian LEU weavailable ~~may~~for bepurchase ~~allowed~~under tothe TENEX Supply Contract for import in 2026 or 2027 for any reason, ~~even if we secure waivers,~~ including customers having filled their fuel needs for those years;

•risks related to whether or when government funding or demand for HALEU for government or commercial uses will materialize and at what level;

•risks regarding funding for continuation and deployment of the American Centrifuge technology;

•risks related to (i) our ability to perform and absorb costs under the HALEU Operation Contract, (ii) our ability to obtain new contracts and funding to be able to continue operations and (iii) our ability to obtain and/or perform under other agreements;

•risks that (i) we may not obtain the full benefit of the HALEU Operation Contract and may not be able or allowed to operate the HALEU enrichment facility to produce HALEU after the completion of the HALEU Operation Contract or (ii) the output from the HALEU enrichment facility may not be available to us as a future source of supply;

•risks related to existing or new trade barriers, and related to contract terms, that limit our ability to procure LEU for, or sell, transport or deliver LEU to, customers;

•risks related to pricing trends and demand in the uranium and enrichment markets and their impact on our profitability;

•risks related to the movement and timing of customer orders;

•risks related to the fact that we face significant competition from major LEU producers who may be less cost sensitive or are wholly or partially government owned;

•risks that our ability to compete in foreign markets may be limited for various reasons, including policies that favor indigenous suppliers over foreign suppliers of goods and services;

•risks related to the fact that our revenue is largely dependent on our largest customers;

•risks related to our backlog, including uncertainty concerning customer actions under current contracts and in future contracting attributable to market conditions, global events or other factors, including our lack of current production capability;

•risks related to natural and other disasters, including the continued impact of the March 2011 earthquake and tsunami in Japan, on the nuclear industry and on our business, results of operations and prospects;

•risks related to financial difficulties experienced by customers or suppliers, including possible bankruptcies, insolvencies, or any other situation, event or occurrence that affect the ability of others to pay for our products or services in a timely manner or at all;

•risks related to pandemics, endemics, and other health crises; and

•risks related to the impact and potential extended duration of a supply/demand imbalance in the market for LEU.

Risks related to operational factors primarily include:

•risks related to DOE not issuing any major task orders to any contract awardee under any of the HALEU Production Contract, LEU Production Contract, or HALEU Deconversion Contract;

•risks related to the Company not winning aadditional task ~~order~~orders under the HALEU Production Contract, LEU Production Contract and HALEU Deconversion Contract to expand the capacity of the American Centrifuge plant;

•risks related to DOE not providing adequate share of the appropriated funding to the Company under any of the HALEU Production Contract, LEU Production Contract, or HALEU Deconversion Contract;

•risks related to our ability to secure financing to expand our plant for LEU or HALEU or expand it to the level that would make it commercially viable;

•risks related to the DOE not exercising additional options under Phase 3 of the HALEU Operation Contract or awarding a third party to continue the HALEU Operation Contract;

•risks related to our inability to increase capacity for HALEU or LEU in a timely manner to meet market demand or our contractual obligations;

•risks related to DOE not awarding any contracts to the Company in response to the Company’s future proposals;

•risks related to reliance on the only firm that has the necessary permits and capability to transport LEU from Russia to the United States and that firm’s ability to maintain those permits and capabilities or secure additional permits;

•risks related to athe ongoing government shutdown or lack of funding that could result in program cancellations, disruptions and/or stop work orders and could limit the U.S. government’s ability to make timely payments, including under Executive Order 14158, and our ability to perform under our U.S. government contracts and successfully compete for work including under the HALEU Operation Contract;

•risks related to changes to the U.S. government’s appropriated funding levels for HALEU Operation Contract due to changes in U.S. government policy or other reasons;

•risks related to uncertainty regarding our ability to commercially deploy competitive enrichment technology;

•risks related to the potential for demobilization or termination of the HALEU Operation Contract;

•risks that we will not be able to timely complete the work that we are obligated to perform;

•risks related to the government’s inability to satisfy its obligations, including supplying government furnished equipment necessary for us to produce and deliver HALEU under the HALEU Operation Contract and processing security clearance applications resulting from a government shutdown or other reasons;

•risks related to our inability to obtain the government’s approval to extend the term of, or the scope of permitted activities under, our lease with the DOE in Piketon, Ohio;

•risks related to security, including cybersecurity, incidents that may impact our business operations, including incidents that may relate to the ongoing conflict in the Middle East and other regions of concern;

•risks related to our inability to perform under fixed-price and cost-share contracts such as the HALEU Operation Contract, including the risk that costs that we must ~~bear~~incur could be higher than expected and the risk related to complying with stringent government contractual requirements; and

•risks related to our inability to attract qualified employees necessary for the ~~potential~~planned expansion of our operations in Oak Ridge, Tennessee or Piketon, Ohio.

Risks related to financial factors primarily include:

•risks related to our long-term liabilities, including our defined benefit pension plan obligations and postretirement health and life benefit obligations;

•risks related to our 0% and 2.25% Convertible Notes maturing in 2032 and 2030, respectively;

•risks of revenue and operating results fluctuating significantly from quarter to quarter, and in some cases, year to year;

•risks related to the impact of financial market conditions on our business, liquidity, prospects, pension assets and insurance facilities;

•risks related to the Company’s capital concentration;

•risks related to the value of our intangible assets related to LEU segment’s backlog and customer relationships;

•risks related to decisions made by our Class B Common Stock stockholders regarding their investment in the Company, including decisions based upon factors that are unrelated to the Company’s performance;

•risks that a small number of holders of our Class A Common Stock (whose interests may not be aligned with other holders of our Class A Common Stock) may exert significant influence over the direction of the Company and may be motivated by interests that are not aligned with the Company’s other Class A stockholders;

•risks related to (i) the use of our NOL carryforwards and NUBILs to offset future taxable income and the use of the Rights Agreement to prevent an “ownership change” as defined in Section 382 of the Internal Revenue Code and (ii) our ability to generate taxable income to utilize all or a portion of the NOLs prior to the expiration thereof and NUBILs; and

•risks related to failures or security, including cybersecurity, breaches of our information technology systems.

Risks related to general factors primarily include:

•risks related to our ability to attract and retain key personnel;

•risks that we will be unable to obtain new business opportunities or achieve market acceptance of our products and services or that products or services provided by others will render our products or services obsolete or noncompetitive;

•risks related to actions, including investigations, reviews or audits, that may be taken by the U.S. government, the Russian government, or other governments that could affect our ability to perform under our contractual obligations or the ability of our sources of supply to perform under their contractual obligations to us;

•risks related to our inability to perform and receive timely payment under our agreements with the DOE or other government agencies, including risks related to the ongoing funding by the government and potential audits;

•risks related to how aligned we may be, or perceived to be, with any political party, administration, or its policies based on our positions or our political action committee’s advocacy;

•risks related to changes or termination of our agreements with the U.S. government or other counterparties, or the exercise of contract remedies by such counterparties, or the U.S. government’s rights in our intellectual property based on such agreements;

•risks related to the competitive environment for our products and services;

•risks related to changes in the nuclear energy industry;

•risks related to the competitive bidding process associated with obtaining contracts, including government contracts; and

•risks related to potential strategic transactions that could be difficult to implement, that could disrupt our business or that could change our business profile significantly.

Risks related to legal and compliance factors primarily include:

•risks related to the outcome of legal proceedings and other contingencies (including lawsuits and government investigations or audits);

•risks related to the impact of, or changes to, government regulation and policies or interpretation of laws or regulations, including by the DOE, DOC and the NRC;

•risks related to the recent U.S. federal government administration’s reliance on executive orders to implement regulatory or trade policy and objectives, which could exacerbate regulatory or, private or public, financing unpredictability;

•risks of accidents during the transportation, handling, or processing of toxic hazardous or radioactive material that may pose a health risk to humans or animals, cause property or environmental damage, or result in precautionary evacuations, and lead to claims against the Company;

•risks associated with claims and litigation arising from past activities at sites we currently operate or past activities at sites that we no longer operate, including the Paducah GDP and Portsmouth GDP; and

•other risks discussed in this and our other filings with the SEC.

For a more detailed discussion of these risks and others that could cause actual results to differ materially from those contained in our forward-looking statements, please see our Annual Report on Form 10-K for the year ended December 31, 2024. These factors may not constitute all factors that could cause actual results to differ from those discussed in any forward-looking statement. Accordingly, forward-looking statements should not be relied upon as a predictor of actual results.

CENTRUS ENERGY CORP.

CONSOLIDATED BALANCE SHEETS

(Unaudited; in millions, except share and per share data)

	June 30, 2025		December 31, 2024
	September 30, 2025		December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	~~833~~1,631.08	$	671.4
Accounts receivable	3160.37		80.0
Inventories	~~320~~416.53		161.6
Deferred costs associated with deferred revenue	47.7		63.9
Other current assets	188.1		38.3
Total current assets	12,~~250~~164.6		1,015.2
Property, plant and equipment, net of accumulated depreciation of $5.9 million and $5.3 million as of June 30, 2025 and December 31, 2024, respectively	14.9		9.4
Property, plant and equipment, net of accumulated depreciation of $6.3 million and $5.3 million as of September 30, 2025 and December 31, 2024, respectively	20.5		9.4
Deposits for financial assurance	2.6		2.6
Intangible assets, net	2423.87		29.6
Deferred tax assets	1325.98		29.3
Other long-term assets	87.07		7.3
Total assets	$	12,~~314~~244.89	$	1,093.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	3336.13	$	38.8
Payables under inventory purchase agreements	~~127~~155.19		29.5
Inventories owed to customers and suppliers	~~127~~238.49		16.2
Deferred revenue and advances from customers	154.8		216.4
Short-term inventory loans	3940.83		39.8
Current debt	—		6.1
Total current liabilities	~~482~~626.2		346.8
Long-term debt	~~390~~1,173.05		472.5
Postretirement health and life benefit obligations	70.90		74.6
Pension benefit liabilities	3.98		4.0
Long-term inventory loans	—		26.2
Other long-term liabilities	8.73		7.9
Total liabilities	~~955~~1,881.78		932.0
Commitments and contingencies (Note 11)
Commitments and contingencies (Note 12)
Stockholders’ equity:
Preferred stock, par value $1.00 per share, 20,000,000 shares authorized
Series A Participating Cumulative Preferred Stock, none issued	—		—
Series B Senior Preferred Stock, none issued	—		—
Class A Common Stock, par value $0.10 per share, 70,000,000 shares authorized, 17,488,642 and 16,045,916 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively	1.7		1.6
Class A Common Stock, par value $0.10 per share, 70,000,000 shares authorized, 17,492,832 and 16,045,916 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively	1.7		1.6
Class B Common Stock, par value $0.10 per share, 30,000,000 shares authorized, 719,200 shares issued and outstanding as of June 30, 2025 and December 31, 2024	0.1		0.1
Class B Common Stock, par value $0.10 per share, 30,000,000 shares authorized, 719,200 shares issued and outstanding as of September 30, 2025 and December 31, 2024	0.1		0.1
Excess of capital over par value	378.13		236.5
Accumulated deficit	(2016.23)		(76.3)
Accumulated other comprehensive loss	(0.67)		(0.5)
Total stockholders’ equity	~~359~~363.1		161.4
Total liabilities and stockholders’ equity	$	12,~~314~~244.89	$	1,093.4

The accompanying notes are an integral part of these unaudited Consolidated Financial Statements.

CENTRUS ENERGY CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited; in millions, except share and per share data)

	Three Months Ended June 30,				Six Months Ended June 30,
	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenue:
Separative work units	$	~~125~~10.7	$	~~139~~34.78	$	~~177~~187.07	$	~~163~~198.31
Uranium	—34.1		~~29.9~~—		—34.1		29.9
Technical solutions	2830.81		1922.49		5080.67		3962.54
Total revenue	~~154~~74.59		~~189~~57.07		~~227~~302.65		~~232~~290.74
Cost of Sales:
Separative work units and uranium	7552.06		~~136~~29.6		95147.17		~~159~~189.73
Technical solutions	2526.6		1519.92		4572.73		3251.24
Total cost of sales	~~100~~79.62		~~152~~48.58		~~140~~220.80		~~191~~240.97
Gross profit	53.9		36.5		86.8		40.8
Gross profit (loss)	(4.3)		8.9		82.5		49.7
Advanced technology costs	31.37		4.1		68.30		913.89
Selling, general and administrative	98.29		79.16		1725.09		1524.06
Stock compensation	4.2		0.5		4.7		0.7
Equity-related compensation	0.6		0.4		5.3		1.1
Amortization of intangible assets	31.71		32.74		45.89		47.82
Operating income	33.5		21.1		54.0		10.5
Operating income (loss)	(16.6)		(7.6)		37.4		2.9
Nonoperating components of net periodic benefit loss	1.0		(16.3)		1.9		(16.2)
Nonoperating components of net periodic benefit loss (income)	1.0		0.8		2.9		(15.4)
Interest expense	3.14		0.31		69.59		0.78
Investment income	(812.09)		(2.46)		(1528.32)		(57.28)
Extinguishment of long-term debt	—		—		(11.8)		—
Other expense, net	—		—		0.1		0.1
Other expense (income), net	(0.1)		—		—		0.1
Income before income taxes	37.4		39.5		72.6		31.1
Income (loss) before income taxes	(8.0)		(5.9)		64.6		25.2
Income tax expense	8.5		8.9		16.5		6.6
Income tax expense (benefit)	(11.9)		(0.9)		4.6		5.7
Net income and comprehensive income	$	28.9	$	30.6	$	56.1	$	24.5
Net income (loss) and comprehensive income (loss)	$	3.9	$	(5.0)	$	60.0	$	19.5
Net income per share:
Net income (loss) per share:
Basic	$	10.6321	$	1(0.8930)	$	3.2340	$	1.5321
Diluted	$	10.5919	$	1(0.8930)	$	3.2216	$	1.5220
Average number of common shares outstanding (in thousands):
Basic	1718,~~703~~317		16,~~185~~422		17,~~344~~672		16,~~045~~172
Diluted	1820,~~121~~677		16,~~226~~422		1718,~~406~~965		16,~~125~~236

The accompanying notes are an integral part of these unaudited Consolidated Financial Statements.

CENTRUS ENERGY CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited; in millions)

	Six Months Ended June 30,
	Nine Months Ended September 30,
	2025		2024
OPERATING
Net income	$	5660.10	$	2419.5
Adjustments to reconcile net income to cash used in operating activities:
Depreciation and amortization	56.49		57.29
Deferred tax assets	153.56		65.35
Gain on remeasurement of retirement benefit plans	—		(16.68)
Equity related compensation	4.7		0.7
Equity-related compensation	5.3		1.1
Revaluation of inventory borrowings	34.61		13.87
Gain on extinguishment of 8.25% Notes	(11.8)		—
Other reconciling adjustments, net	12.31		~~0.1~~—
Changes in operating assets and liabilities:
Accounts receivable	4819.62		1430.93
Inventories	(~~221~~317.52)		8085.84
Inventories owed to customers and suppliers	~~111~~222.28		(83.25)
Other current assets	10.32		—3.0
Accounts payable and other liabilities	(64.15)		(78.68)
Payables under inventory purchase agreements	97126.64		(441.29)
Deferred revenue and advances from customers, net of deferred costs	(12.65)		(519.09)
Pension and postretirement benefit liabilities	(34.9)		(56.2)
Other changes, net	(0.13)		(0.2)
Cash provided by operating activities	89.3		12.3
Cash provided by (used in) operating activities	99.4		(20.9)
INVESTING
Capital expenditures	(510.71)		(23.4)
Cash used in investing activities	(510.71)		(23.4)
FINANCING
Proceeds from the issuance of common stock, net	139.97		1923.04
Proceeds from the issuance of 0% Convertible Senior Notes, net	782.4		—
Exercise of stock options	—		0.4
Common stock withheld for tax obligations under stock-based compensation plan	(2.59)		(0.3)
Payment of interest classified as debt	(3.5)		(36.1)
Payment of principal to redeem 8.25% Notes	(74.3)		—
Cash provided by financing activities	59841.64		1617.04
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(0.21)		~~(0.1)~~—
Increase in cash, cash equivalents and restricted cash	143.0		25.8
Increase (decrease) in cash, cash equivalents and restricted cash	930.6		(6.9)
Cash, cash equivalents and restricted cash, beginning of period (Note 3)	704.0		233.8
Cash, cash equivalents and restricted cash, end of period (Note 3)	$	~~847~~1,634.06	$	~~259~~226.69
Supplemental cash flow disclosures:
Cash paid for income taxes	$	0.34	$	0.6
Cash paid for interest	$	4.4	$	—
Non-cash activities:
Adjustment of right to use lease assets from lease modification	$	1.3	$	—
Property, plant and equipment included in accounts payable and accrued liabilities	$	02.62	$	0.51
Equity issuance costs included in accounts payable and accrued liabilities	$	0.1	$	0.1
Common stock withheld for tax obligations under stock-based compensation plan	$	—	$	0.1

The accompanying notes are an integral part of these unaudited Consolidated Financial Statements.

CENTRUS ENERGY CORP.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited; in millions, except per share data)

	Preferred Stock,Series B		Common Stock,Class A,Par Value$0.10 per Share		Common Stock,Class B,Par Value$0.10 per Share		Excess ofCapital OverPar Value		Accumulated Deficit		AccumulatedOther Comprehensive ~~Income~~Loss		Total
Balance at December 31, 2023	$	—	$	1.5	$	0.1	$	180.5	$	(149.5)	$	(0.3)	$	32.3
Net loss for the three months ended March 31, 2024	—		—		—		—		(6.1)		—		(6.1)
Issuance of common stock	—		—		—		7.5		—		—		7.5
Other comprehensive loss	—		—		—		—		—		(0.1)		(0.1)
Stock-based compensation	—		—		—		0.2		—		—		0.2
Equity-related compensation	—		—		—		0.2		—		—		0.2
Balance at March 31, 2024	$	—	$	1.5	$	0.1	$	188.2	$	(155.6)	$	(0.4)	$	33.8
Net income for the three months ended June 30, 2024	—		—		—		—		30.6		—		30.6
Issuance of common stock	—		0.1		—		12.0		—		—		12.1
Stock-based compensation shares withheld for income taxes	—		—		—		(0.4)		—		—		(0.4)
Equity-related compensation shares withheld for income taxes	—		—		—		(0.4)		—		—		(0.4)
Stock-based compensation	—		—		—		0.5		—		—		0.5
Equity-related compensation	—		—		—		0.5		—		—		0.5
Balance at June 30, 2024	$	—	$	1.6	$	0.1	$	200.3	$	(125.0)	$	(0.4)	$	76.6
Net loss for the three months ended September 30, 2024	—		—		—		—		(5.0)		—		(5.0)
Issuance of common stock	—		—		—		4.5		—		—		4.5
Other comprehensive loss	—		—		—		—		—		(0.1)		(0.1)
Equity-related compensation	—		—		—		0.4		—		—		0.4
Balance at September 30, 2024	$	—	$	1.6	$	0.1	$	205.2	$	(130.0)	$	(0.5)	$	76.4

	Preferred Stock,Series B		Common Stock,Class A,Par Value$0.10 per Share		Common Stock,Class B,Par Value$0.10 per Share		Excess ofCapital OverPar Value		Accumulated Deficit		AccumulatedOther Comprehensive Loss		Total
Balance at December 31, 2024	$	—	$	1.6	$	0.1	$	236.5	$	(76.3)	$	(0.5)	$	161.4
Net income for the three months ended March 31, 2025	—		—		—		—		27.2		—		27.2
Issuance of common stock	—		—		—		25.2		—		—		25.2
Stock-based compensation shares withheld for income taxes	—		—		—		(0.3)		—		—		(0.3)
Other comprehensive loss	—		—		—		—		—		(0.1)		(0.1)
Stock-based compensation	—		—		—		0.5		—		—		0.5
Balance at March 31, 2025	$	—	$	1.6	$	0.1	$	261.9	$	(49.1)	$	(0.6)	$	213.9
Net income for the three months ended June 30, 2025	—		—		—		—		28.9		—		28.9
Issuance of common stock	—		0.1		—		114.2		—		—		114.3
Stock-based compensation shares withheld for income taxes	—		—		—		(2.2)		—		—		(2.2)
Stock-based compensation	—		—		—		4.2		—		—		4.2
Balance at June 30, 2025	$	—	$	1.7	$	0.1	$	378.1	$	(20.2)	$	(0.6)	$	359.1

The accompanying notes are an integral part of these unaudited Consolidated Financial Statements.

CENTRUS ENERGY CORP.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited; in millions, except per share data)


	Preferred Stock, Series B		Common Stock, Class A, Par Value $0.10 per Share		Common Stock, Class B, Par Value $0.10 per Share		Excess of Capital Over Par Value		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total

Balance at December 31, 2024	$	—	$	1.6	$	0.1	$	236.5	$	(76.3)	$	(0.5)	$	161.4
Net income for the three months ended March 31, 2025	—		—		—		—		27.2		—		27.2
Issuance of common stock	—		—		—		25.2		—		—		25.2
Equity-related compensation shares withheld for income taxes	—		—		—		(0.3)		—		—		(0.3)
Other comprehensive loss	—		—		—		—		—		(0.1)		(0.1)
Equity-related compensation	—		—		—		0.5		—		—		0.5
Balance at March 31, 2025	$	—	$	1.6	$	0.1	$	261.9	$	(49.1)	$	(0.6)	$	213.9

Net income for the three months ended June 30, 2025	—		—		—		—		28.9		—		28.9
Issuance of common stock	—		0.1		—		114.2		—		—		114.3
Equity-related compensation shares withheld for income taxes	—		—		—		(2.2)		—		—		(2.2)

Equity-related compensation	—		—		—		4.2		—		—		4.2
Balance at June 30, 2025	$	—	$	1.7	$	0.1	$	378.1	$	(20.2)	$	(0.6)	$	359.1

Net income for the three months ended September 30, 2025	—		—		—		—		3.9		—		3.9

Equity-related compensation shares withheld for employee taxes	—		—		—		(0.4)		—		—		(0.4)
Other comprehensive loss	—		—		—		—		—		(0.1)		(0.1)
Equity-related compensation	—		—		—		0.6		—		—		0.6
Balance at September 30, 2025	$	—	$	1.7	$	0.1	$	378.3	$	(16.3)	$	(0.7)	$	363.1

The accompanying notes are an integral part of these unaudited Consolidated Financial Statements.

CENTRUS ENERGY CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION

Basis of Presentation and Principles of Consolidation

The unaudited Consolidated Financial Statements of Centrus (the “Company”), which include the accounts of the Company, its principal subsidiary, Enrichment Corp., and its other subsidiaries, as of ~~June~~September 30, 2025, and for the three and ~~six~~nine months ended ~~June~~September 30, 2025, and 2024, have been prepared pursuant to the rules and regulations of the SEC. The unaudited Consolidated Balance Sheet as of December 31, 2024, was derived from audited Consolidated Financial Statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, the unaudited Consolidated Financial Statements reflect all adjustments, including normal recurring adjustments, necessary for a fair statement of the financial results for the interim period. Certain prior year amounts have been reclassified for consistency with the current year presentation. Certain information and notes normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such rules and regulations. All material intercompany transactions have been eliminated. The Company’s components of comprehensive income for the three and ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, are insignificant.

Operating results for the three and ~~six~~nine months ended ~~June~~September 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025. The unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements included in the Annual Report on Form 10-K for the year ended December 31, 2024.

Significant Accounting Policies

The accounting policies of the Company are set forth in Note 1, Summary of Significant Accounting Policies, of the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. There has not been a material change to the Company’s accounting policies since that report.

New Accounting Standards

Recently Adopted Accounting Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting, to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This pronouncement is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and early adoption is permitted. ASU 2023-07 did not have a material impact on the Company’s Consolidated Financial Statements.

Accounting Standards Effective in Future Periods

In December 2023, the FASB issued ASU 2023-09, Income Taxes, to improve the transparency of income tax disclosures, primarily through requiring consistent categories and greater disaggregation in the rate reconciliation and requiring disaggregation of income taxes paid by jurisdiction. This pronouncement is effective for fiscal years beginning after December 15, 2024, and early adoption is permitted. Based on the Company’s review, it does not expect the pronouncement to have a material impact on the Company’s Consolidated Financial Statements.

1415

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. This pronouncement is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, and early adoption is permitted. The Company is evaluating the impact this pronouncement will have on its Consolidated Financial Statements.

2. REVENUE AND CONTRACTS WITH CUSTOMERS

Revenue for the LEU segment is derived from the sales of the SWU component of LEU, from sales of both the SWU and uranium components, and from sales of UF6 and U3O8, to electric utility customers and other nuclear fuel related companies. Technical Solutions revenue is derived from advanced manufacturing and other technical services provided to the U.S. government and private sector customers.

LEU Segment

SWU and uranium revenue is recognized when the customer obtains control of the SWU or uranium components. The SWU component of LEU typically is sold under contracts with deliveries over several years. The Company’s agreements for natural uranium hexafluoride and uranium concentrate sales generally are shorter-term, fixed-commitment contracts. Most of the Company’s customer contracts provide for fixed purchases of SWU during a given year. Depending on the terms of specific contracts, the customer may be able to increase or decrease the quantity delivered within an agreed range.

Disaggregation of Revenue

The following table presents revenue from SWU and uranium sales disaggregated by geographical region based on the billing addresses of customers (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
United States	$	5734.21	$	~~62.5~~—	$	~~108~~142.5	$	86.1
Foreign	6810.57		~~107~~34.18		6879.53		~~107~~141.19
Revenue - SWU and uranium	$	~~125~~44.78	$	~~169~~34.68	$	~~177~~221.08	$	~~193~~228.20

Refer to Note 1213, Segment Information, for disaggregation of revenue by segment. Revenue for the LEU segment is derived from the sales of the SWU component of LEU, from sales of both the SWU and uranium components, and from sales of UF6 and U3O8, to electric utility customers and other nuclear fuel related companies. Technical Solutions’ revenue is derived from advanced manufacturing and other technical services provided to the U.S. government and private sector customers. SWU and uranium revenue is recognized when the customer obtains control of the SWU or uranium components. Technical Solutions’ revenue is generally recognized over the contractual period as services are rendered.

Accounts Receivable

	June 30, 2025		December 31, 2024
	(in millions)
Accounts receivable:
Billed	$	21.4	$	69.8
Unbilled *	9.9		10.2
Accounts receivable	$	31.3	$	80.0
* Billings under certain contracts in the Technical Solutions segment are invoiced based on approved provisional billing rates. Unbilled revenue represents the difference between actual costs incurred and invoiced amounts. The Company expects to invoice and collect the unbilled amounts after actual rates are submitted to the customer and approved. Unbilled revenue also includes unconditional rights to payment that are not yet billable under applicable contracts due to timing of invoice processing or pending the compilation of supporting documentation.

Contract Liabilities

The following table presents changes in contract liability balances (in millions):

	June 30, 2025		December 31, 2024		Year-To-Date Change
Deferred revenue - current	$	154.8	$	183.6	$	(28.8)
Advances from customers - current	$	—	$	32.8	$	(32.8)

Previously deferred sales and advances from customers recognized in revenue totaled $68.5 million and $64.7 million in the six months ended June 30, 2025 and 2024, respectively.

LEU Segment

The SWU component of LEU typically is sold under contracts with deliveries over several years. The Company’s agreements for natural uranium hexafluoride and uranium concentrate sales generally are shorter-term, fixed-commitment contracts. Most of the Company’s customer contracts provide for fixed purchases of SWU during a given year. Depending on the terms of specific contracts, the customer may be able to increase or decrease the quantity delivered within an agreed range.

Technical Solutions Segment

Revenue for the Technical Solutions segment, representing the Company’s uranium enrichment, advanced manufacturing, and other technical services offered to public and private sector customers, is recognized over time as the performance obligation is satisfied or at the point in time in which each performance obligation is fully satisfied.

The Company’s work on HALEU began under the HALEU Demonstration Contract, signed with the DOE in 2019, to construct a cascade of 16 centrifuges to demonstrate production of HALEU for advanced reactors. The DOE reimbursed the Company for 80% of its costs incurred in performing the contract. The DOE has funded the contract up to $173.0 million with a period of performance that ended November 30, 2022. The Company recorded revenue up to the funded amount of $173.0 million and has received aggregate cash payments under the HALEU Demonstration Contract of $171.2 million through ~~June~~September 30, 2025. Closeout activities on the HALEU Demonstration Contract are ongoing.

On November 10, 2022, the DOE awarded the HALEU Operation Contract to the Company with a base contract value of approximately $150.0 million in two phases through 2024. Phase 1 included an approximately $30.0 million cost-share contribution from Centrus matched by approximately $30.0 million from the DOE to complete construction of the cascade, begin operations and produce the initial 20 kilograms of HALEU UF6 by no later than December 31, 2023. On November 7, 2023, the Company announced that it made its first contractual delivery of HALEU to the DOE, completing Phase 1 by successfully demonstrating its HALEU production process.

During November 2023, the Company transitioned to Phase 2 of the HALEU Operation Contract, which included production of 900 kilograms of HALEU UF6 per year, as well as continued operations and maintenance. Phase 2 had an initial contract value of approximately $90.0 million and the Company is being compensated on a cost-plus-incentive-fee-basis. The DOE owns the HALEU produced from the demonstration cascade. The HALEU Operation Contract also gives DOE the ability to exercise three optional periods to contract for up to nine additional years of production from the cascade beyond the base contract; those options are at the DOE’s sole discretion and subject to the availability of Congressional appropriations. Pursuant to an amendment to the Company’s lease for the Piketon facility, the DOE assumed all D&D liabilities arising out of the HALEU Operation Contract.

~~Under~~ ~~the~~On ~~HALEU~~November ~~Operation~~10, ~~Contract~~2022, ~~DOE is contractually obligated to provide~~ the ~~5B Cylinders necessary to collect the output of the cascade, but supply chain challenges had created difficulties for~~ DOE inawarded ~~securing enough 5B Cylinders for~~ the ~~entire~~HALEU ~~production~~Operation ~~year~~Contract ~~under~~to ~~Phase 2. During time periods when 5B Cylinders were insufficient,~~ the Company ~~was~~with ~~able~~a tobase ~~continue~~contract ~~operations~~value of ~~the~~approximately ~~cascade,~~$150.0 ~~but~~million ~~did~~in ~~not~~two ~~produce~~phases ~~HALEU~~through as2024. itPhase ~~did~~1 ~~not~~included ~~have~~an 5Bapproximately ~~Cylinders to store the enriched uranium~~$30.0 ~~Due~~million tocost-share ~~these~~contribution ~~delays,~~from Centrus ~~was~~matched ~~unable to achieve contractual delivery of the 900 kilograms of HALEU UF6~~ by ~~the~~approximately ~~date~~$30.0 ~~set~~million ~~for~~from the ~~end of Phase 2 performance. Centrus’ contractual delivery obligation of 900 kilograms by November 2024, was conditioned on~~ DOE’s ~~ability~~ to ~~provide~~complete ~~the~~construction ~~5B Cylinders on a timeline that allowed for continuous production throughout Phase 2~~ of the ~~contract. In light of the delays~~cascade, onbegin ~~November~~operations 5,and ~~2024,~~produce the ~~HALEU~~initial ~~Operation~~20 ~~Contract~~kilograms ~~was modified to extend the Phase 2 period~~ of ~~performance~~HALEU ~~to June 30, 2025~~UF6. On ~~June 25~~November 7, ~~2025~~2023, the Company announced that it ~~had~~made ~~produced~~its ~~and~~first ~~contractually~~contractual ~~delivered~~delivery ~~to the DOE 900 kilograms~~ of HALEU ~~under~~to the ~~HALEU Operation Contract~~DOE, ~~thereby~~completing ~~achieving the~~ Phase 2 ~~production target. As of June 30, 2025, the total Phase 2 contract value and funded value is $169.~~1 ~~million~~. ~~The fee for the Phase 2 period of performance that was extended beyond November 30, 2024 was not definitized and is subject to negotiation.~~

OnDuring ~~June~~November 172023, ~~2025,~~ the ~~DOE~~Company ~~issued~~transitioned anto ~~amendment~~Phase to2 of the HALEU Operation Contract, ~~that~~which ~~split~~included ~~the~~production ~~first~~of ~~three-year~~900 ~~option~~kilograms ~~period~~of ~~into~~HALEU aUF6 ~~first~~for ~~option period of~~ one production year, ~~(“Option~~as ~~1a”)~~well ~~and~~as acontinued ~~second~~operations ~~option~~and ~~period~~maintenance of ~~two~~the ~~years (“Option 1b”)~~cascade. ~~The~~Phase ~~amendment~~2 ~~establishes~~included aan ~~target~~initial ~~cost~~contract ~~and~~value ~~fee for Option 1a~~ of approximately $9990.30 million and ~~$8.7 million,~~compensation ~~respectively,~~on ~~and~~ a ~~target~~ cost-plus-incentive-fee-basis. ~~and~~The ~~fee~~DOE ~~for~~owns ~~Option~~any 1bHALEU ofproduced ~~$163.5 million~~from ~~and~~the ~~$15.2 million,~~demonstration ~~respectively~~cascade. ~~Additionally,~~The ~~the~~HALEU ~~Amendment~~Operation ~~acknowledges~~Contract ~~that~~also ~~the~~gives ~~estimated~~DOE ~~cost~~the ~~associated~~ability ~~with~~to ~~Option~~exercise 1bthree isoptional ~~insufficient~~periods to ~~support~~contract ~~full~~for ~~performance~~up ~~due~~ to ~~known~~nine ~~cost~~additional ~~increases~~years ~~since~~of ~~award~~production offrom the ~~HALEU~~cascade ~~Operation~~beyond ~~Contract, and indicates that~~ the ~~Company~~base ~~will~~contract; ~~need~~those tooptions ~~submit~~are aat ~~revised~~the ~~cost~~DOE’s ~~proposal~~sole ~~for~~discretion ~~review~~ and ~~negotiation~~subject ~~prior~~ to ~~DOE’s~~the ~~consideration~~availability of ~~Option~~Congressional 1bappropriations. InPursuant ~~conjunction~~to ~~with~~an ~~the~~ amendment, to the ~~DOE~~Company’s ~~exercised~~lease ~~Option~~for 1athe ~~and~~Piketon ~~extended~~facility, the ~~period~~DOE ofassumed ~~performance~~all toD&D ~~June~~liabilities ~~30,~~arising ~~2026.~~out As of ~~June 30, 2025, Option 1a is funded for~~ the ~~contract~~HALEU ~~value~~Operation ~~of $108~~Contract.~~0 million.~~

InUnder ~~accordance with~~ the HALEU Operation Contract, ~~the~~DOE ~~Company~~is ~~submitted~~contractually ~~several~~obligated ~~change~~to ~~order~~provide ~~requests~~the ~~for~~5B ~~work~~Cylinders ~~being~~necessary ~~performed~~to oncollect ~~infrastructure,~~the ~~facility~~output ~~repairs~~of the cascade, ~~and~~but supply chain challenges created difficulties for DOE in securing enough 5B Cylinders for the entire Phase 2 production year. ~~The~~During ~~additional~~time ~~work~~periods iswhen ~~being~~5B ~~performed~~Cylinders ~~under~~were insufficient, the ~~DOE~~Company ~~Contracting~~was ~~Officer’s~~not ~~approval~~able orto ~~contract~~produce ~~modifications~~HALEU as it did not have 5B Cylinders to store the enriched uranium. OnDue ~~September~~to 28these delays, ~~2023~~Centrus was unable to achieve contractual delivery of the 900 kilograms of HALEU UF6 by November 2024, which was the ~~DOE~~date ~~modified~~set for the end of Phase 2 performance. On November 5, 2024, the HALEU Operation Contract was modified to ~~incorporate~~extend ~~additional~~the ~~scope~~Phase ~~for~~2 ~~infrastructure~~period ~~and~~of ~~facility~~performance ~~repairs~~to June 30, 2025, which allowed the Company to produce and ~~costs~~contractually ~~associated~~deliver ~~with~~the 5BPhase ~~Cylinder~~2 ~~refurbishment~~production target of 900 kilograms of HALEU to DOE. On August 20, ~~for~~2025, anthe ~~estimated~~DOE ~~additional~~modified the HALEU Operation contract ~~value~~to further extend the Phase 2 period of ~~$5.8 million~~performance through October 31, ~~without~~2025 ato ~~cost-share~~allow ~~provision.~~the ~~DOE~~Company isto ~~now~~complete ~~obligated~~outstanding ~~for~~change ~~costs~~orders. upAs toof September 30, 2025, the total Phase 2 contract value ofand funded value is $8170.51 million. The fee for the ~~additional~~Phase ~~scope~~2 ~~work~~period of performance that was extended beyond November 30, 2024 was not definitized and is subject to negotiation.

~~Costs~~On ~~under~~June 17, 2025, the DOE issued an amendment to the HALEU Operation Contract ~~include~~that ~~program~~split ~~costs,~~the ~~including~~first ~~direct~~three-year ~~labor~~option ~~and~~period ~~materials~~into ~~and~~a ~~associated~~first ~~indirect~~option ~~costs~~period ~~that~~of ~~are~~one ~~classified~~year as(“Option ~~Cost~~1a”) ofand ~~Sales,~~a ~~and~~second anoption ~~allocation~~period of ~~corporate~~two ~~costs~~years ~~supporting~~(“Option ~~the~~1b”). ~~program~~The ~~that~~amendment ~~are~~established ~~classified~~a astarget ~~Selling,~~cost ~~General~~ and ~~Administrative~~fee ~~Expenses.~~for ~~The~~Option ~~HALEU~~1a ~~Operation~~of ~~Contract~~approximately is$99.3 million ~~funded~~and ~~incrementally~~$8.7 million, respectively, and ~~the~~a ~~DOE~~target iscost ~~obligated~~and fee for ~~costs~~Option up1b toof ~~approximately~~ $~~314~~163.65 million ofand ~~the~~ $~~315~~15.02 million, ~~estimated~~respectively. ~~transaction~~Additionally, ~~price~~the ~~for~~Amendment ~~Phase~~acknowledges 1,that ~~Phase~~the 2,estimated ~~Option~~cost 1aassociated ofwith ~~Phase~~Option 3,1b ~~and~~is ~~the~~insufficient ~~additional~~to ~~scope~~support ~~work.~~full ~~The~~performance ~~Company~~due ~~has~~to ~~received~~known ~~aggregate~~cost ~~cash~~increases ~~payments~~since ~~under~~award of the HALEU Operation Contract and indicates that the Company will need to submit a revised cost proposal for review and negotiation prior to DOE’s consideration of ~~$174~~Option 1b.7 ~~million~~In ~~through~~conjunction with the amendment, the DOE exercised Option 1a and extended the period of performance to June 30, 2026. As of September 30, 2025, Option 1a is funded for the contract value of $108.2 million.

Under the HALEU Operation Contract, the Company submitted several change order requests for work being performed on infrastructure, facility repairs, and 5B Cylinders. The additional work is being performed under the DOE Contracting Officer’s approval or contract modifications. On September 28, 2023, the DOE modified the HALEU Operation Contract to incorporate additional scope for infrastructure and facility repairs, and costs associated with 5B Cylinder refurbishment, for an estimated additional contract value of $5.8 million, without a cost-share provision. DOE is now obligated for costs up to the contract value of $8.8 million for the additional scope work.

Costs under the HALEU Operation Contract include program costs, including direct labor and materials and associated indirect costs that are classified as Cost of Sales, and an allocation of corporate costs supporting the program that are classified as Selling, General and Administrative Expenses. The HALEU Operation Contract is funded incrementally, and as of September 30, 2025, DOE is obligated for costs up to $316.2 million in the aggregate for Phase 1, Phase 2, Option 1a of Phase 3, and the additional scope work. The Company has received aggregate cash payments under the HALEU Operation Contract of $195.4 million through September 30, 2025.

The Company does not have a contractual obligation to perform work in excess of the funding provided by the DOE. If the DOE does not commit to additional costs above the existing funding, the Company may incur material additional costs or losses in future periods that could have an adverse impact on its financial condition and liquidity.

Remaining Performance Obligations

The Company’s remaining performance obligations represent the aggregate amount of the total contract transaction price that is unsatisfied or partially unsatisfied. Performance obligations are recognized as revenue in future periods as work is performed or deliveries of SWU and uranium are made. The Company’s total remaining performance obligations were $0.7 billion and $0.8 billion as of ~~June~~September 30, 2025, and December 31, 2024, respectively, and extend to 2030.

17The remaining performance obligations in the LEU segment, primarily related to medium and long-term contracts with fixed commitments, were approximately $0.6 billion and $0.7 billion as of September 30, 2025 and December 31, 2024, respectively, and extend to 2030. The remaining performance obligations represent the estimated aggregate dollar amount of revenue for future SWU and uranium deliveries and include approximately $154.8 million and $216.4 million of Deferred Revenue and Advances from Customers at September 30, 2025, and December 31, 2024, respectively. The remaining performance obligations are partially based on customer estimates of the timing and size of the customers’ fuel requirements and other assumptions that are subject to change. The remaining performance obligations include estimates of selling prices, which may be subject to change. Depending on the terms of specific contracts, prices may be adjusted based on escalation using a general inflation index, published SWU price indicators prevailing at the time of delivery, and other factors, all of which are variable. The Company uses external composite forecasts of future market prices and inflation rates in its pricing estimates.

The remaining performance obligations in the ~~LEU~~Technical Solutions segment ~~primarily related to medium and long-term contracts with fixed commitments,~~ were approximately $098.67 ~~billion~~million and $028.70 ~~billion~~million, atas ~~June~~of September 30, 2025, and December 31, 2024, respectively, and extend tothrough ~~2030~~2026. The remaining performance obligations ~~represent~~in ~~the~~Technical ~~estimated~~Solutions ~~aggregate~~include ~~dollar~~both ~~amount~~funded of(services ~~revenue~~ for ~~future~~which ~~SWU~~funding ~~and~~has ~~uranium~~been ~~deliveries~~both ~~and~~authorized ~~include approximately $154.8 million~~ and ~~$216.4~~appropriated ~~million~~by ofthe ~~Deferred~~customer) ~~Revenue~~ and ~~Advances~~unfunded ~~from~~(services ~~Customers~~for atwhich ~~June 30,~~funding ~~2025,~~has ~~and~~not ~~December 31,~~been ~~2024,~~appropriated) ~~respectively~~amounts. The ~~remaining~~Company ~~performance~~does ~~obligations~~not ~~are~~include ~~partially~~unexercised ~~based~~options onor ~~customer~~potential ~~estimates~~services ofunder ~~the~~indefinite-delivery, ~~timing~~indefinite-quantity ~~and~~agreements ~~size~~in ofits ~~the customers’ fuel requirements and other assumptions that are subject to change. The~~ remaining performance obligations. ~~include~~If ~~estimates~~any of ~~selling prices, which may be subject to change. Depending on~~ the ~~terms~~Company’s ~~of specific~~ contracts, ~~prices~~were ~~may~~to be ~~adjusted~~terminated, ~~based~~its onremaining ~~escalation~~performance ~~using~~obligations awould ~~general~~be ~~inflation~~reduced ~~index,~~by ~~published SWU price indicators prevailing at~~ the ~~time~~expected ofvalue ~~delivery, and other factors, all~~ of ~~which~~the ~~are~~cancelled ~~variable.~~performance ~~The~~obligations ~~Company uses external composite forecasts~~ of ~~future~~such ~~market prices and inflation rates in its pricing estimates~~contracts.

The remaining performance obligations in the Technical Solutions segment were approximately $134.8 million and $28.0 million, as of June 30, 2025, and December 31, 2024, respectively, and extend through 2026. The remaining performance obligations in Technical Solutions include both funded (services for which funding has been both authorized and appropriated by the customer) and unfunded (services for which funding has not been appropriated) amounts. The Company does not include unexercised options or potential services under indefinite-delivery, indefinite-quantity agreements in its remaining performance obligations. If any of the Company’s contracts were to be terminated, its remaining performance obligations would be reduced by the expected value of the cancelled performance obligations of such contracts.18

Accounts Receivable

The following table presents the components of accounts receivable (in millions):


	September 30, 2025		December 31, 2024

Accounts receivable:
Billed	$	44.1	$	69.8
Unbilled *	16.6		10.2

Accounts receivable	$	60.7	$	80.0

* Billings under certain contracts in the Technical Solutions segment are invoiced based on approved provisional billing rates. Unbilled revenue represents the difference between actual costs incurred and invoiced amounts. The Company expects to invoice and collect the unbilled amounts after actual rates are submitted to and approved by the customer. Unbilled revenue also includes unconditional rights to payment that are not yet billable under applicable contracts due to timing of invoice processing or pending the compilation of supporting documentation.

Contract Liabilities

The following table presents changes in contract liability balances (in millions):


	September 30, 2025		December 31, 2024		Year-To-Date Change





Deferred revenue - current	$	154.8	$	183.6	$	(28.8)
Advances from customers - current	$	—	$	32.8	$	(32.8)

Previously deferred sales and advances from customers recognized in revenue totaled $68.5 million and $99.6 million in the nine months ended September 30, 2025 and 2024, respectively.

3. CASH, CASH EQUIVALENTS AND RESTRICTED CASH

The following table summarizes the Company’s cash, cash equivalents and restricted cash as presented on the Consolidated Balance Sheets to amounts on the Consolidated Statements of Cash Flows (in millions):

	June 30, 2025		December 31, 2024
	September 30, 2025		December 31, 2024
Cash and cash equivalents	$	~~833~~1,631.08	$	671.4
Deposits for financial assurance - current (a)	110.42		30.0
Deposits for financial assurance - noncurrent	2.6		2.6
Total cash, cash equivalents and restricted cash	$	~~847~~1,634.06	$	704.0

(a) Deposits for financial assurance - current is included within Other Current Assets in the Consolidated Balance Sheets.

The Company has $0.2 million and $0.5 million denominated in euros as of June 30, 2025 and December 31, 2024, respectively, and recorded $0.1 million and $0.2 million in transaction losses in the three and six months ended June 30, 2025, respectively, and $0 and $0.1 million in transaction losses in the three and six months ended June 30, 2024, respectively.19

The Company has $0.1 million and $0.5 million denominated in euros as of September 30, 2025 and December 31, 2024, respectively, and recorded $0.1 million in transaction gains and $0.1 million in transaction losses in the three and nine months ended September 30, 2025, respectively, and less than $0.1 million in transaction losses in both the three and nine months ended September 30, 2024.

The following table provides additional detail regarding the Company’s deposits for financial assurance (in millions):

	June 30, 2025				December 31, 2024
	September 30, 2025				December 31, 2024
	Current		Long-Term		Current		Long-Term
Collateral for Inventory Loans	$	~~11.2~~—	$	—	$	29.8	$	—
Workers Compensation	—		2.5		—		2.5
Other	0.2		0.1		0.2		0.1
Total deposits for financial assurance	$	110.42	$	2.6	$	30.0	$	2.6

In 2022, the Company entered into three inventory loans that each required a cash deposit into an escrow fund. In March 2025, the Company repaid two of the three inventory loans and, in May 2025, received $18.6 million of restricted cash which was released from escrow. In June 2025, the Company repaid the last of the three inventory loans and, in July 2025, received $11.2 million of restricted cash which was released from escrow (see Note 4, Inventories).

In 2022, the Company entered into three inventory loans that each required a cash deposit into an escrow fund. In March 2025, the Company repaid two of the three inventory loans. In May 2025, the Company received $18.6 million of restricted cash which was released from escrow. In June 2025, the Company repaid the last of the three inventory loans and, in July 2025, received $11.2 million of restricted cash which was released from escrow (see Note 4, Inventories). The Company has provided financial assurance to states in which it was previously self-insured for workers’ compensation in accordance with each state’s requirements in the form of a surety bond or deposit that is fully cash collateralized by the Company. Each surety bond or deposit is subject to reduction and/or cancellation, as each state determines the likely reduction of workers’ compensation obligations pertaining to the period of self-insurance.

4. INVENTORIES

Centrus holds uranium at licensed locations (e.g., fabricators) in the form of natural uranium hexafluoride and as the uranium component of LEU in transit to meet book transfer requests by customers and suppliers. Centrus also holds SWU as the SWU component of LEU at licensed locations or in transit to meet book transfer requests by customers and suppliers. Fabricators process LEU into fuel for use in nuclear reactors. The components of the Company’s inventories are as follows (in millions):

	June 30, 2025						December 31, 2024
	September 30, 2025						December 31, 2024
	CurrentAssets		CurrentLiabilities (a)		Inventories, Net		CurrentAssets		CurrentLiabilities(a)		Inventories, Net
Separative work units	$	1711.17	$	—	$	1711.17	$	5.0	$	2.5	$	2.5
Uranium	~~303~~394.42		~~127~~238.49		~~176~~155.03		156.6		13.7		142.9
Total	$	320.5	$	127.4	$	193.1	$	161.6	$	16.2	$	145.4
Conversion credits	10.4		—		10.4		—		—		—
Total	$	416.3	$	238.9	$	177.4	$	161.6	$	16.2	$	145.4

(a)This includes inventories owed to suppliers for advances of uranium.

Inventories are valued at the lower of cost or net realizable value.

The Company may borrow SWU or uranium from customers, suppliers or fabricators, in which case the Company will record the SWU and/or uranium and the related liability for the borrowing using the projected and forecasted purchase price over the borrowing period.

In the three and six months ended June 30, 2025, the Company repaid SWU inventory loans borrowed from a customer valued at $12.3 million and $38.8 million, respectively, by utilizing advances of SWU from the fabricator under an existing optimization agreement. In June 2025, the Company also repaid its UF6 inventory loan valued at $29.8 million.20

~~The~~During ~~Company~~the ~~performs~~three ~~quarterly~~months ~~revaluations~~ended ofSeptember ~~Long-Term~~30, ~~Inventory~~2025, ~~Loans~~the ~~reflecting~~Company ansold ~~updated~~the ~~projection~~U3O8 ofcontained ~~the~~in ~~timing~~a ~~and~~quantity ~~sources~~ of ~~inventory~~UF6 to bea ~~used for repayment~~converter. ~~These~~Under ~~revaluations~~the ~~were~~terms ~~recorded to Cost~~ of ~~Sales and resulted in an increase to~~ the ~~related liability of $1.5 million and $3.6 million~~agreement, ~~for~~ the ~~three~~Company ~~and~~delivered ~~six~~the ~~months~~UF6 ~~ended~~to ~~June~~the 30converter, ~~2025, respectively,~~ and ~~$1.5~~the ~~million~~converter ~~and~~transferred $110.8 4 million ~~for~~of ~~the~~conversion ~~three~~services ~~and~~credits ~~six~~contained ~~months~~in ~~ended~~the ~~June~~UF6 ~~30,~~to ~~2024,~~the ~~respectively~~Company.

19In the nine months ended September 30, 2025, the Company repaid SWU inventory loans borrowed from a customer valued at $38.8 million by utilizing advances of SWU from the fabricator under an existing optimization agreement. In June 2025, the Company repaid a UF6 inventory loan valued at $29.8 million.

The Company performs quarterly revaluations of Long-Term Inventory Loans reflecting an updated projection of the timing and sources of inventory to be used for repayment. These revaluations were recorded to Cost of Sales and resulted in an increase to the related liability of $0.5 million and $4.1 million, for the three and nine months ended September 30, 2025, respectively, and $1.9 million and $3.7 million for the three and nine months ended September 30, 2024, respectively.

5. INTANGIBLE ASSETS

Intangible assets originated from the Company’s reorganization and application of fresh start accounting as of the date the Company emerged from bankruptcy, September 30, 2014~~, and reflect the conditions at that time~~. The intangible asset related to the LEU segment backlog is amortized as the backlog, existing at emergence, is reduced, as a result of deliveries to customers. The intangible asset related to customer relationships is amortized using the straight-line method over the estimated average useful life of 15 years. Amortization expense is presented below gross profit on the Consolidated Statements of Operations and Comprehensive Income. Intangible asset balances are as follows (in millions):

	June 30, 2025						December 31, 2024
	September 30, 2025						December 31, 2024
	Gross Carrying Amount		Accumulated Amortization		Net Amount		Gross Carrying Amount		Accumulated Amortization		Net Amount
Backlog	$	54.6	$	49.3	$	5.3	$	54.6	$	46.8	$	7.8
Customer relationships	68.9		4950.45		1918.54		68.9		47.1		21.8
Total	$	123.5	$	9899.78	$	2423.87	$	123.5	$	93.9	$	29.6

6. DEBT

A summary of debt is as follows (in millions):

		June 30, 2025				December 31, 2024
		September 30, 2025				December 31, 2024
	Maturity	Current		Long-Term		Current		Long-Term
8.25% Notes:	Feb. 2027
Principal		$	—	$	—	$	—	$	74.3
Interest		—		—		6.1		9.2
2.25% Convertible Notes:	Nov. 2030
Principal		—		402.5		—		402.5
Total		$	—	$	402.5	$	6.1	$	486.0
0% Convertible Notes:	Aug. 2032
Principal		—		805.0		—		—
Total		$	—	$	1,207.5	$	6.1	$	486.0

~~8.25%~~A ~~Notes~~summary of interest expense and amortization of debt issuance costs is as follows (in millions):

Pursuant to a notice of redemption issued on February 24, 2025, on March 26, 2025, the Company redeemed all 8.25% Notes at a redemption price equal to 100% of the $74.3 million aggregate principal amount, together with any accrued and unpaid interest. The Company recorded a gain of $11.8 million related to the extinguishment of the long-term debt. As of June 30, 2025, none of the 8.25% Notes remained outstanding.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Contractual interest expense	$	2.3	$	—	$	6.8	$	—
Amortization of debt issuance costs and discount	0.9		—		2.0		—
Total interest expense on debt	$	3.2	$	—	$	8.8	$	—

~~Interest~~Convertible ~~on the Company’s 8.25%~~ Notes was payable semi-annually in arrears as of February 28 and August 31 based on a 360-day year consisting of twelve 30-day months. The 8.25% Notes were issued in connection with a troubled debt restructuring; therefore, all future interest payment obligations on the 8.25% Notes were included in the carrying value of the 8.25% Notes. As a result, interest payments were reported as a reduction in the carrying value of the 8.25% Notes and not as interest expense. As of June 30, 2025 and December 31, 2024, $0 and $6.1 million, respectively, of interest was recorded as current and classified as Current Debt in the Consolidated Balance Sheets.

20In November 2024, the Company issued $402.5 million of 2.25% Convertible Notes due 2030 and in August 2025, the Company issued $805.0 million of 0% Convertible Notes due 2032. The Company evaluated its convertible debt to determine if the agreements or embedded components of the agreements qualify as derivatives to be accounted for separately and concluded that none of the embedded features of the convertible debt, inclusive of the conversion option, meet the criteria to require separate accounting.

0% Convertible Notes

On August 18, 2025, the Company issued, in a Rule 144A offering, the 0% Convertible Notes with an aggregate principal amount of $805.0 million, due August 15, 2032, unless earlier repurchased, redeemed or converted. There are no required principal payments prior to the maturity of the 0% Convertible Notes. The 0% Convertible Notes will not bear regular interest and the principal amount will not accrete. The Company incurred approximately $22.5 million in issuance costs related to the issuance of the 0% Convertible Notes. The carrying amount of the 0% Convertible Notes as of September 30, 2025 was $782.9 million and included the remaining principal outstanding of $805.0 million, net of total unamortized debt discounts and deferred debt issuance costs of $22.1 million.

Before May 15, 2032, noteholders may convert the 0% Convertible Notes in any of the following circumstances:

•during the five consecutive business days immediately after any ten consecutive trading day period (the “Measurement Period”), in which the trading price per $1,000 principal amount of the 0% Convertible Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price per share of the Company’s Class A Common Stock on such trading day and the conversion rate on each such trading day; or

•during any fiscal quarter commencing after the fiscal quarter ending on December 31, 2025, if the last reported sale price per share of the Company’s Class A Common Stock is greater than or equal to 130% of the conversion price for each of at least twenty trading days (whether or not consecutive) during the thirty consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; or

•upon the occurrence of certain corporate events or distributions on the Company’s Class A Common Stock; or

•if the Company calls such notes for redemption at any time before the close of business on the second scheduled trading day immediately before the related redemption date.

Beginning on May 15, 2032, noteholders may convert their notes at any time at their election until the close of business on the second business day immediately before the maturity date. The Company will satisfy its conversion obligations by paying cash up to the aggregate principal amount of notes to be converted, and by issuing shares of its Class A Common Stock or a combination of cash and shares of its Class A Common Stock, at its election for the incremental value. The initial conversion rate is 4.3551 shares of Class A Common Stock per $1,000 principal amount of the notes, representing an initial conversion price of approximately $229.62 per share of Class A Common Stock. The conversion rate will be adjusted upon the occurrence of certain events, including spin-offs, tender offers, exchange offers, make-whole fundamental change and certain stockholder distributions.

Beginning on August 20, 2029, the Company may redeem for cash all or any portion of the notes, at a repurchase price equal to 100% of the principal amount, plus accrued and unpaid interest, if the last reported sale price per share of the Company’s Class A Common Stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides a redemption notice.

If certain corporate events that constitute a “fundamental change”, such as business combination transactions involving the Company, shareholder approval of liquidation or dissolution of the Company, and certain de-listing events with respect to the Company’s Class A Common Stock, occur at any time, holders may, subject to certain exceptions, require the Company to purchase their notes in whole or in part for cash at a price equal to 100% of the principal amount of the 0% Convertible Notes to be repurchased, plus accrued and unpaid interest, to, but excluding, the fundamental change repurchase date.

2.25% Convertible Notes

On November 7, 2024, the Company issued, in a Rule 144A offering, the 2.25% Convertible Notes with an aggregate principal amount of $402.5 million, due November 1, 2030, unless earlier repurchased, redeemed or converted. There are no required principal payments prior to the maturity of the 2.25% Convertible Notes. The 2.25% Convertible Notes bear interest at an annual rate of 2.25%, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on May 1, 2025. The Company incurred approximately $13.8 million in issuance costs related to the issuance of the 2.25% Convertible Notes. The carrying amount of the 2.25% Convertible Notes as of ~~June~~September 30, 2025 of $390.06 million, includes the remaining principal outstanding of $402.5 million, net of total unamortized debt discounts and deferred debt issuance costs of $1211.59 million.

The 2.25% Convertible Notes are classified as a non-current liability in the consolidated balance sheets and no embedded features, inclusive of the conversion option, require bifurcation as an embedded derivative. Issuance costs were recorded as a reduction to the principal balance of the 2.25% Convertible Notes and will be amortized as interest expense using the effective interest method over the contractual term. A summary of interest expense and amortization of debt issuance costs is as follows (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Contractual interest expense (2.25% coupon)	$	2.2	$	—	$	4.5	$	—
Amortization of debt issuance costs and discount	0.6		—		1.1		—
Convertible Notes interest expense	$	2.8	$	—	$	5.6	$	—

Before August 1, 2030, noteholders may convert the 2.25% Convertible Notes in any of the following circumstances:

•during the five consecutive business days immediately after any ten consecutive trading day period (the “Measurement Period”), in which the trading price per $1,000 principal amount of the 2.25% Convertible Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price per share of the Company’s Class A Common Stock on such trading day and the conversion rate on each such trading day; or

•during any fiscal quarter commencing after the fiscal quarter ending on December 31, 2024, if the last reported sale price per share of the Company’s Class A Common Stock is greater than or equal to 130% of the conversion price for each of at least twenty trading days (whether or not consecutive) during the thirty consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; or

•upon the occurrence of certain corporate events or distributions on the Company’s Class A Common Stock; or

•if the Company calls such notes for redemption, then the noteholder of any note may convert such note at any time before the close of business on the second scheduled trading day immediately before the related redemption date.

Beginning on August 1, 2030, noteholders may convert their notes at any time at their election until the close of business on the business day immediately before the maturity date. The Company will satisfy its conversion obligations by paying cash up to the aggregate principal amount of notes to be converted, and by issuing shares of its Class A Common Stock or a combination of cash and shares of its Class A Common Stock, at its election for the incremental value. The initial conversion rate is 10.2564 shares of Class A Common Stock per $1,000 principal amount of the notes, representing an initial conversion price of approximately $97.50 per share of Class A Common Stock. The conversion rate will be adjusted upon the occurrence of certain events, including spin-offs, tender offers, exchange offers, make-whole fundamental change and certain stockholder distributions.

Beginning on November 8, 2027, the Company may redeem for cash all or any portion of the notes, at a repurchase price equal to 100% of the principal amount, plus accrued and unpaid interest, if the last reported sale price per share of the Company’s Class A Common Stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides a redemption notice.

On June 30, 2025, the Company provided notice to the noteholders that the notes became convertible at the option of the holders beginning on July 1, 2025, and ending at the close of business on September 30, 2025. The notes are convertible at a conversion rate of 10.2564 shares of Class A Common Stock per $1,000 principal amount of notes, which is equivalent to a conversion price of approximately $97.50 per share of Class A Common Stock. The 2.25% Convertible Notes became convertible because the last reported sale price of shares of the Class A Common Stock, for at least 20 trading days during the period of 30 consecutive trading days ending on, and including, the last trading day of the calendar quarter ended June 30, 2025, was greater than 130% of the conversion price in effect on each applicable trading day. 24

On September 30, 2025, the Company provided notice to the noteholders that the notes became convertible at the option of the holders beginning on October 1, 2025, and ending at the close of business on December 31, 2025. The notes are convertible at a conversion rate of 10.2564 shares of Class A Common Stock per $1,000 principal amount of notes, which is equivalent to a conversion price of approximately $97.50 per share of Class A Common Stock. The 2.25% Convertible Notes became convertible because the last reported sale price of shares of the Class A Common Stock, for at least 20 trading days during the period of 30 consecutive trading days ending on, and including, the last trading day of the calendar quarter ended September 30, 2025, was greater than 130% of the conversion price in effect on each applicable trading day. As of October 31, 2025, no notes have been converted under this recent conversion period

If certain corporate events that constitute a “fundamental change”, such as business combination transactions involving the Company, shareholder approval of liquidation or dissolution of the Company, and certain de-listing events with respect to the Company’s Class A Common Stock, occur at any time, holders may, subject to certain exceptions, require the Company to purchase their notes in whole or in part for cash at a price equal to 100% of the principal amount of the 2.25% Convertible Notes to be repurchased, plus accrued and unpaid interest, to, but excluding, the fundamental change repurchase date.

8.25% Notes

Pursuant to a notice of redemption issued on February 24, 2025, on March 26, 2025, the Company redeemed all 8.25% Notes at a redemption price equal to 100% of the $74.3 million aggregate principal amount, together with any accrued and unpaid interest. The Company recorded a gain of $11.8 million related to the extinguishment of the long-term debt. As of September 30, 2025, none of the 8.25% Notes remained outstanding.

Interest on the Company’s 8.25% Notes was payable semi-annually in arrears as of February 28 and August 31 based on a 360-day year consisting of twelve 30-day months. The 8.25% Notes were issued in connection with a troubled debt restructuring; therefore, all future interest payment obligations on the 8.25% Notes were included in the carrying value of the 8.25% Notes. As a result, interest payments were reported as a reduction in the carrying value of the 8.25% Notes and not as interest expense. As of September 30, 2025 and December 31, 2024, $0 and $6.1 million, respectively, of interest was recorded as current and classified as Current Debt in the Consolidated Balance Sheets.

7. FAIR VALUE

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value of assets and liabilities, the following hierarchy is used in selecting inputs, with the highest priority given to Level 1, as these are the most transparent or reliable:

•Level 1 assets include investments with quoted prices in active markets that the Company has the ability to liquidate as of the reporting date.

•Level 2 assets include investments in U.S. government agency securities, corporate and municipal debt whose estimates are valued based on observable inputs, other than quoted prices.

•Level 3 assets include investments with unobservable inputs, such as third-party valuations, due to little or no market activity.

Financial Instruments Recorded at Fair Value (in millions):

	June 30, 2025								December 31, 2024
	September 30, 2025								December 31, 2024
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Cash and cash equivalents	$	~~833~~1,631.08	$	—	$	—	$	~~833~~1,631.08	$	671.4	$	—	$	—	$	671.4
Deferred compensation asset (a)	0.45		—		—		0.45		0.4		—		—		0.4
Liabilities:
Deferred compensation obligation (a)	$	0.45	$	—	$	—	$	0.45	$	0.4	$	—	$	—	$	0.4

(a) The deferred compensation obligation represents the balance of deferred compensation plus net investment earnings. The deferred compensation plan is funded through a rabbi trust. Trust funds are invested in mutual funds for which unit prices are quoted in active markets and are classified within Level 1 of the valuation hierarchy.

There were no transfers between Level 1, 2 or 3 during the periods presented.

Other Financial Instruments

As of ~~June~~September 30, 2025, and December 31, 2024, the Consolidated Balance Sheets carrying amounts for Accounts Receivable, Accounts Payable and Accrued Liabilities (excluding the deferred compensation obligation described above), and Payables under Inventory Purchase Agreements approximate fair value because of their short-term nature.

The carrying value and estimated fair value of long-term debt were as follows (in millions):

	June 30, 2025					December 31, 2024
	September 30, 2025					December 31, 2024
	Carrying Value			Estimated Fair Value (a)		Carrying Value			Estimated Fair Value (a)
8.25% Notes	$	—	(b)	$	—	$	89.6	(b)	$	73.6
2.25% Convertible Notes	$	390.06	(c)	$	~~804~~1,339.68	$	389.0	(c)	$	403.8
0% Convertible Notes	$	782.9	(d)	$	1,270.4	$	—	(d)	$	—

(a) ~~Based~~Estimated fair value is based on bid/ask quotes as of or near the balance sheet date, which are considered Level 2 inputs.

(b) As of ~~June~~September 30, 2025, the carrying value of the 8.25% Notes consists of the principal balance of $0 due to the redemption of the 8.25% Notes in March 2025. As of December 31, 2024, the carrying value of the 8.25% Notes consists of the principal balance of $74.3 million and the sum of current and noncurrent interest payment obligations until maturity. Refer to Note 6, Debt.

(c)As of ~~June~~September 30, 2025 and December 31, 2024, the carrying value of the 2.25% Convertible Notes is net of $1211.59 million and $13.5 million of unamortized debt issuance costs, respectively. Refer to Note 6, Debt.

23(d)As of September 30, 2025 and December 31, 2024, the carrying value of the 0% Convertible Notes is net of $22.1 million and $0 of unamortized debt issuance costs, respectively. Refer to Note 6, Debt.

8. PENSION AND POSTRETIREMENT HEALTH AND LIFE BENEFITS

The Company provides retirement benefits to certain employees and retirees. The Company has one qualified defined benefit pension plan, one postretirement health and life benefit plan and two nonqualified plans.

The components of net periodic benefit costs (credits) for the defined benefit pension plans were as follows (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Service costs	$	0.1	$	0.5	$	0.23	$	1.05
Interest costs	0.4		30.82		01.82		7.68
Amortization of prior service costs (credits), net	~~(0.1)~~—		—0.1		(0.1)		~~(0.1)~~—
Remeasurement gain	—		(160.62)		—		(16.68)
Expected return on plan assets (gains)	(0.45)		(40.72)		(01.94)		(9.35)
Net periodic benefit costs (credits)	$	—	$	~~(17.~~0).4	$	—	$	(17.40)

The components of net periodic benefit costs for the postretirement health and life benefit plan were as follows (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Interest costs	$	1.12	$	1.12	$	23.24	$	23.24
Net periodic benefit costs	$	1.1	$	1.1	$	2.2	$	2.2
Amortization of prior service costs (credits), net	(0.1)		(0.1)		(0.1)		(0.1)
Net periodic benefit costs	$	1.1	$	1.1	$	3.3	$	3.3

The Company reports service costs for its defined benefit pension plans and its postretirement health and life benefit plans in Cost of Sales and Selling, General and Administrative Expenses. The remaining components of net periodic benefit costs (credits) ~~costs~~ are reported as Nonoperating Components of Net Periodic Benefit Loss (Income).

During the second quarter of 2024, the Company determined that it was probable that lump sum payouts for 2024 would be greater than the annual service and interest cost components of the annual net periodic benefit cost for two of its defined benefit pension plans. InOn ~~addition, on~~ May 28, 2024, the Company entered into an agreement with an insurer ~~(“Insurer”)~~ for two of its defined benefit plans to purchase a group annuity contract and transferred approximately $234.0 million of its pension plan obligations to the ~~Insurer~~insurer. The purchase of the group annuity contract was funded directly by assets of the pension plan of approximately $224.0 million. The purchase resulted in a transfer of benefit administrative responsibilities for more than 1,000 beneficiaries effective September 1, 2024.

~~These~~During ~~events~~the ~~triggered~~third aquarter ~~remeasurement~~of 2024, the Company determined that ~~resulted~~it inwas aprobable ~~decrease~~that inlump sum payouts for 2024 would be greater than the ~~benefit~~annual ~~obligation~~service and ainterest ~~corresponding~~cost components of the annual net ~~actuarial~~periodic ~~gain~~benefit ofcost ~~$16~~for its two defined benefit pension plans.~~6 million~~ ~~for~~In ~~both~~addition, the ~~three~~Company ~~and~~transferred ~~six~~$15.4 million ~~months~~of ~~ended~~pension ~~June~~plan ~~30,~~assets ~~2024.~~and ~~The~~the related ~~income~~obligations ~~was~~under ~~included~~two inparticipating ~~Nonoperating~~group ~~Components~~annuity ofcontracts ~~Net~~to ~~Periodic~~two ~~Benefit~~non-participating ~~Loss~~group ~~(Income)~~annuity incontracts ~~the~~for ~~Consolidated~~two ~~Statements~~ of ~~Operations.~~its ~~There~~defined ~~were~~benefit noplans. ~~pension~~The ~~plan~~purchase ~~remeasurements~~resulted in ~~the~~a ~~three~~transfer of future benefit obligations and ~~six~~administrative ~~months~~liabilities ~~ended~~for ~~June~~more 30than 400 participants effective October 1, ~~2025~~2024.

These events triggered a remeasurement that resulted in a decrease in the benefit obligation and corresponding net actuarial gains of $0.2 and $16.8 million for the three and nine months ended September 30, 2024, respectively. The related income was included in Nonoperating Components of Net Periodic Benefit Loss (Income) in the Consolidated Statements of Operations. There were no pension plan remeasurements in the three and nine months ended September 30, 2025.

Effective December 31, 2024, the Company merged its two qualified defined benefit pension plans in order to achieve financial and administrative efficiencies. Actuarial gains and losses of the merged plan will be amortized over the average remaining life expectancy of participants. The merger is not expected to result in any benefit reduction to participants in either plan.

249. INCOME TAXES

9Centrus follows the asset and liability approach to account for deferred taxes. ~~NET~~ ~~INCOME~~Deferred ~~PER~~tax ~~SHARE~~assets and liabilities are recognized for the anticipated future tax consequences of temporary differences between the balance sheet carrying amounts of assets and liabilities and their respective tax bases. A valuation allowance is provided if it is more likely than not that all, or some portion, of the deferred tax assets may not be realized. The ultimate realization of the net deferred tax assets is dependent upon generating sufficient taxable income in future years when deferred tax assets are recoverable or are expected to reverse.

Basic net income per share is calculated by dividing net income allocable to common stockholders by the weighted average number of shares of common stock outstanding during the period. In calculating diluted net income per share, the number of shares is increased by the weighted average number of potential common shares related to stock compensation awards, including restricted stock units, restricted stock, and stock options and shares issuable under convertible notes. No dilutive effect is recognized in a period in which a net loss has occurred. 28

OnCentrus ~~November~~evaluated 7,both ~~2024,~~positive ~~Centrus~~and ~~issued~~negative ~~$402.5 million~~evidence ~~aggregate~~that ~~principal~~was objectively verifiable to determine the amount ~~2.25%~~of ~~Convertible~~the ~~Notes~~federal ~~due~~valuation ~~2030.~~allowance ~~The~~that ~~dilutive~~was ~~impact~~required ofon ~~the~~Centrus’ 2federal deferred tax assets.~~25%~~ ~~Convertible~~Centrus ~~Notes~~has visibility on ~~the~~a ~~calculation~~significant portion of ~~diluted~~revenue ~~income~~in ~~per~~the ~~share~~LEU issegment ~~considered~~for ~~using~~2025 ~~the~~through if2028, primarily from its long-~~converted~~term ~~method~~sales contracts. ~~However~~Additionally, ~~because~~Centrus’ investment income forecast increased based upon increased liquidity. Centrus determined that the ~~principal~~positive ~~amount~~evidence of increased future investment income supported the 2release of the federal valuation allowance.~~25%~~ ~~Convertible~~However, ~~Notes~~because ~~must~~of bethe ~~settled~~lack of objectively verifiable information in ~~cash~~later years, ~~the~~it ~~dilutive~~was ~~impact~~determined ofthat ~~applying~~forecasted ~~the~~future ~~if-converted~~income ~~method~~was isnot ~~limited~~sufficient to realize all the deferred tax assets. Therefore, Centrus released $10.2 million of the valuation allowance against its federal net deferred tax assets in- the~~-money~~ ~~portion,~~three ifand ~~any~~nine months ended September 30, 2025. There was no release of valuation allowance in the ~~2.25%~~three ~~Convertible~~and ~~Notes~~nine months ended September 30, 2024.

Going forward, Centrus will continue to evaluate both positive and negative evidence that would support any further changes to the remaining federal and state valuation allowances. Such evidence in the Company’s Technical Solutions segment may include events that could have a significant impact on pre-tax income, such as signing new contracts with significantly higher or lower margins than currently forecasted, follow-on work related to the HALEU program, or abandonment of the commercial deployment of the centrifuge technology. Such evidence in the Company’s LEU segment may include renewing SWU sales contracts with existing customers and/or signing new sales or purchase contracts with significantly higher or lower margins than currently forecasted. Additional evidence in the LEU segment may include potential deferrals in the timing of deliveries requested by its customers, which could impact revenue recognition timing. The impact of these and other potential positive and negative events will be weighed and evaluated to determine if the valuation allowances should be increased or decreased in the future.

10. NET INCOME (LOSS) PER SHARE

Basic net income (loss) per share is calculated by dividing net income allocable to common stockholders by the weighted average number of shares of Common Stock outstanding during the period. In calculating diluted net income (loss) per share, the number of shares is increased by the weighted average number of potential common shares related to stock compensation awards, including restricted stock units, restricted stock, and stock options and shares issuable under convertible notes. No dilutive effect is recognized in a period in which a net loss has occurred.

On November 7, 2024, Centrus issued $402.5 million aggregate principal amount 2.25% Convertible Notes due 2030. On August 18, 2025, Centrus issued $805.0 million aggregate principal amount 0% Convertible Notes due 2032. The dilutive impact of both the 2.25% Convertible Notes and 0% Convertible Notes on the calculation of diluted income per share is considered using the if-converted method. However, because the principal amount of the 2.25% Convertible Notes and 0% Convertible Notes must be settled in cash, the dilutive impact of applying the if-converted method is limited to the in-the-money portion, if any, of the 2.25% Convertible Notes and 0% Convertible Notes.

The weighted average number of common and common equivalent shares used in the calculation of basic and diluted net income per share are as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Numerator (in millions):
Net income	$	28.9	$	30.6	$	56.1	$	24.5
Net income (loss)	$	3.9	$	(5.0)	$	60.0	$	19.5
Denominator (in thousands):
Average common shares outstanding - basic	1718,~~703~~317		16,~~185~~422		17,~~344~~672		16,~~045~~172
Potentially dilutive shares related to stock compensation awards	60		41		62		80
Potentially dilutive shares related to equity compensation awards	51		—		63		64
Potentially dilutive shares related to 2.25% Convertible Notes	~~358~~2,309		—		—1,230		—
Average common shares outstanding - diluted	1820,~~121~~677		16,~~226~~422		1718,~~406~~965		16,~~125~~236
Net income per share (in dollars):
Net income (loss) per share (in dollars):
Basic	$	10.6321	$	1(0.8930)	$	3.2340	$	1.5321
Diluted	$	10.5919	$	1(0.8930)	$	3.2216	$	1.5220
Common stock equivalents excluded from the diluted calculation because they would have been antidilutive (in thousands)	—		334		—		3
0% Convertible Notes (if-converted) excluded from the diluted calculation because they would have been antidilutive (in thousands)	133		—		2,290		—

2511. STOCKHOLDERS’ EQUITY

10. STOCKHOLDERS’ EQUITY

2023 Shelf Registration

The Company filed a shelf registration statement on Form S-3 (File No. 333-272984) with the SEC on June 28, 2023, which became effective on July 10, 2023 and was supplemented by prospectus supplements dated February 9, 2024 and May 9, 2025, respectively. Pursuant to this shelf registration statement, the Company may offer and sell up to an aggregate of $200.0 million in securities~~, in aggregate~~. The Company retains broad discretion over the use of the net proceeds from the sale of the securities offered.

Common Stock Issuance

On February 9, 2024, the Company entered into an At Market Issuance Sales Agreement with B. Riley Securities, Inc., Lake Street Capital Markets, LLC and Roth Capital Partners, LLC (collectively, the “Agents”), relating to the ATM offering of shares of the Company’s Class A Common Stock. Pursuant to this sales agreement, the Company sold an aggregate of 1,~~157,727 and 1,~~415,924 shares of its Class A Common Stock at the market price in the ~~three~~nine ~~and six~~ months ended ~~June~~September 30, 2025, ~~respectively,~~ for a total of $~~117.1 million and $~~143.2 million~~, respectively~~. After expenses and commissions paid to the Agents, the Company’s proceeds totaled $~~114.7 million and $~~140.1 million in the ~~three~~nine ~~and six~~ months ended ~~June~~September 30, 2025~~, respectively~~. Additionally, the Company recorded direct costs of $0.~~5 million and $0.~~6 million in the ~~three~~nine ~~and six~~ months ended ~~June~~September 30, 2025, ~~respectively,~~ related to the issuance. The Company did not issue any shares of its Class A Common Stock ~~were~~under ~~issued pursuant to~~ the ~~Company’s~~ATM ~~shelf~~offering ~~registration~~in ~~statement~~the onthree ~~Form~~months ~~S-3~~ended ~~(File~~September ~~No. 333-272984)~~30, ~~which became effective on July 10, 2023, and two prospectus supplements dated February 9, 2024 and May 9,~~ 2025~~, respectively~~. As of ~~June~~September 30, 2025, the ATM offering was completed.

~~The Company sold an aggregate of 275,202 and 451,830 shares of its Class A Common Stock at the market price in the three and six months ended June~~ 30, 2024, respectively, for a total of $12.5 million and $19.9 million, respectively. After expenses and commissions paid to the Agents, the Company’s proceeds totaled $12.2 million and $19.3 million in the three and six months ended June 30, 2024, respectively. Additionally, the Company recorded direct costs of less than $0.1 million in both the three and six months ended June 30, 2024, related to the issuance. The shares of Class A Common Stock were issued pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-272984), which became effective on July 10, 2023, and a prospectus supplement dated February 9, 2024.

The Company sold an aggregate of 115,661 and 567,491 shares of its Class A Common Stock at the market price in the three and nine months ended September 30, 2024, respectively, for a total of $4.6 million and $24.5 million, respectively. After expenses and commissions paid to the Agents, the Company’s proceeds totaled $4.5 million and $23.8 million in the three and nine months ended September 30, 2024, respectively. Additionally, the Company recorded direct costs of approximately $0.1 million in the three and nine months ended September 30, 2024 related to the issuance.

The shares of Class A Common Stock were issued pursuant to the Company’s shelf registration statement on Form S-3 noted above.

Unless otherwise specified in any prospectus supplement, the Company has used and/or intends to use the net proceeds from the sale of its securities offered under these prospectuses for working capital and general corporate purposes including, but not limited to, capital expenditures, working capital, investment in technology development and deployment, repayment of indebtedness, potential acquisitions and other business opportunities. Pending any specific application, the Company may initially invest funds in short-term marketable securities or apply them to the reduction of indebtedness.

Rights Agreement

On May 28, 2024, the Company entered into a Sixth Amendment to the Section 382 Rights Agreement (the “Rights Agreement”), which amends the Rights Agreement, dated as of April 6, 2016, by and among the Company, and Computershare Trust Company, N.A. and Computershare Inc., as rights agent, as previously amended by (i) the First Amendment to the Rights Agreement dated as of February 14, 2017, (ii) the Second Amendment to the Rights Agreement dated as of April 3, 2019, (iii) the Third Amendment to the Rights Agreement dated as of April 13, 2020, (iv) the Fourth Amendment to the Rights Agreement dated as of June 16, 2021, and (v) the Fifth Amendment to the Rights Agreement dated as of June 20, 2023.

The Fifth Amendment to the Rights Agreement (i) increased the purchase price for each one one-thousandth (1/1000th) of a share of the Company’s Series A Participating Cumulative Preferred Stock, par value $1.00 per share, from $18.00 to $160.38; and (ii) extended the Final Expiration Date (as defined in the Rights Agreement) from June 30, 2023 to June 30, 2026.

The Fifth Amendment was not adopted as a result of, or in response to, any effort to acquire control of the Company. The Fifth Amendment was adopted in order to preserve for the Company’s stockholders the long-term value of the Company’s NOL carryforwards for United States federal income tax purposes and other tax benefits.

The Sixth Amendment was approved by the Board on May 28, 2024, and made clarifying changes relating to the definition of “Beneficial Owner”, “beneficially owned” and “Beneficial Ownership” contained in the Rights Agreement.

Awards under ~~Executive~~Equity Incentive Plan

Under the Company’s ~~2019~~2014 Equity Incentive Plan, as amended, participating employees are eligible to receive grants of equity awards such as restricted stock, restricted stock units (“RSUs”), notional stock units and SARs, and other stock-based awards.

In March 2022, 2023, and 2024 and in February 2025, ~~restricted~~RSUs ~~stock units~~ were granted to participating executives with a vesting period ending in March 2025, 2026, 2027, and 2028, respectively. The ~~restricted~~RSU ~~stock unit~~ awards are time based and payable in shares of the Company’s Class A Common Stock, subject to the Company achieving a threshold level of cumulative net income over the respective vesting period. The grant-date fair value is included in Excess of Capital Over Par Value as the value is amortized over the vesting period.

The Class A Common Stock issued for the 2021-2023 performance period were issued in March 2024. The Company withheld $0.1 million of shares to fund the tax withholding obligations of the share recipients under the terms of the stock-based compensation plan.31

The Class A Common Stock issued for the 2021-2023 performance period were issued in March 2024. The Class A Common Stock issued for the 2022-2024 performance period were issued in March 2025. ~~The~~Under the terms of the incentive plan, the Company withheld $0.1 million and $0.3 million of shares tofor ~~fund~~ the ~~tax~~shares ~~withholding~~issued ~~obligations~~in ofMarch ~~the~~2024 ~~share~~and ~~recipients~~March ~~under~~2025, respectively, to fund the ~~terms~~tax withholding obligations of the ~~stock-based~~share ~~compensation plan~~recipients.

Board Restricted Stock Units

In the ~~three~~nine months ended ~~June~~September 30, 2025, the Compensation, Nominating and Governance Committee (“CNGC”) of the Board ~~of Directors~~ approved a resolution primarily related to the 2024 RSU grants to withhold shares to fund the grantees’ income tax liabilities beyond the Company’s legal requirement. The resolution resulted in reclassification of these grants from equity to liability, $3.6 million of ~~selling,~~Equity-Related ~~general,~~Compensation ~~and~~in ~~administrative~~the ~~expenses~~Consolidated Statements of Operations, and cash payments of $2.2 million.

27In the nine months ended September 30, 2024, the CNGC approved a resolution primarily related to the 2023 RSU grants to withhold shares to fund the grantees’ income tax liabilities beyond the Company’s legal requirement. The resolution resulted in reclassification of these grants from equity to liability, $0.1 million of Equity-Related Compensation in the Consolidated Statements of Operations, and cash payments of $0.3 million.

1112. COMMITMENTS AND CONTINGENCIES

Commitments under SWU Purchase Agreements

TENEX

The Russian government-owned entity TENEX is a major supplier of SWU to the Company. Under the 2011 TENEX Supply Contract, the Company purchases SWU contained in LEU received from TENEX, and the Company delivers natural uranium hexafluoride to TENEX for the LEU’s uranium component. The LEU that the Company obtains from TENEX is subject to quotas and other restrictions applicable to commercial Russian LEU. Further, the ability of the Company or TENEX to perform under the TENEX Supply Contract is vulnerable to (i) sanctions or restrictions that have been or might be imposed by Russia, the United States, or other countries as a result of the war in Ukraine, or otherwise, (ii) customers and other parties who may object to receiving or handling Russian LEU or SWU, or (iii) suppliers and service providers seeking to limit their involvement with business related to Russia.

The TENEX Supply Contract ~~originally~~ was originally signed with commitments through 2022, but was modified in 2015 to give the Company the right to reschedule certain original commitments of SWU quantities into the period 2023 and beyond, in return for the purchase of additional SWU quantities in those years. The Company has exercised this right to reschedule SWU quantities in each year through December 31, 2024. As a result of exercising this right, the Company has purchase commitments that could extend to 2028.

The TENEX Supply Contract provides that the Company must pay for all SWU in its minimum purchase obligation each year, even if it fails to submit orders for such SWU. In such a case, the Company would be required to pay for the SWU, ~~but~~and ~~have~~required to take the unordered SWU in the following year.

~~Pricing~~Under ~~terms for SWU under~~ the TENEX Supply Contract, pricing terms for SWU are based on a combination of market-related price points and other factors. This formula was subject to an adjustment at the end of 2018 that reduced the unit costs of SWU under this contract in 2019 and for the duration of the contract.

Orano

In 2018, the Company entered into the Orano Supply Agreement with a French state-owned company, Orano Cycle, for the long-term supply of SWU contained in LEU. The Orano Supply Agreement ~~subsequently~~ was subsequently assigned by Orano Cycle to its affiliate, Orano CE. Under the amended Orano Supply Agreement, the supply of SWU runs through 2030. The Orano Supply Agreement provides significant flexibility to adjust purchase volumes, subject to annual minimums and maximums in fixed amounts that vary year by year. The pricing for the SWU purchased by the Company is determined by a formula that uses a combination of market-related price points and other factors and is subject to certain floors and ceilings.

Milestones Under the 2002 DOE-USEC Agreement

The Company’s predecessor, USEC Inc., and DOE signed the 2002 DOE-USEC Agreement dated June 17, 2002, pursuant to which the parties made long-term commitments directed at resolving issues related to the stability and security of the domestic uranium enrichment industry. This agreement requires Centrus to develop, demonstrate and deploy advanced enrichment technology in accordance with milestones, including the deployment of a commercial American Centrifuge Plant, and provides for remedies in the event of a failure to meet a milestone under certain circumstances, including terminating the agreement, revoking Centrus’ access to DOE’s centrifuge technology that is required for the success of the Company’s ongoing work with the American Centrifuge technology, requiring Centrus to transfer certain rights in the American Centrifuge technology and facilities to DOE, and requiring Centrus to reimburse DOE for certain costs associated with the American Centrifuge technology. The agreement ~~provides~~ further provides that if a delaying event beyond the control and without the fault or negligence of Centrus occurs that could affect Centrus’ ability to meet the American Centrifuge Plant milestones under the agreement, DOE and the Company will jointly meet to discuss in good faith possible adjustments to the milestones as appropriate to accommodate the delaying event. In 2014, the 2002 DOE-USEC Agreement and other agreements between the Company and DOE were assumed by Centrus subject to an express reservation of all rights, remedies and defenses by DOE and the Company under those agreements. DOE and the Company have agreed that all rights, remedies and defenses of the parties with respect to any missed milestones and all other matters under the 2002 DOE-USEC Agreement continue to be preserved, and that the time limits for each party to respond to any missed milestones continue to be tolled.

Legal Matters

From time to time, the Company is involved in various pending legal proceedings, including the pending legal proceedings described below.

In 1993, USEC-Government entered into a lease for the Paducah and Portsmouth GDPs with the DOE. As part of that lease, DOE and USEC-Government also entered into a memorandum of understanding (“Power MOU”) regarding power purchase agreements between DOE and the providers of power to the GDPs. Under the Power MOU, DOE and USEC-Government agreed upon the allocation of rights and liabilities under the power purchase agreements. In 1998, USEC-Government was privatized and became Enrichment Corp., now a principal subsidiary of the Company. Pursuant to legislation authorizing the privatization, the lease for the GDPs, which included the Power MOU as an Appendix, was transferred to Enrichment Corp., and Enrichment Corp. was given the right to purchase power from DOE. The Paducah GDP was shut down in 2013 and deleased by Enrichment Corp. in 2014. On August 4, 2021, DOE informally informed Enrichment Corp. that the Joppa Power Plant, which had supplied power to the Paducah GDP, was planned to undergo D&D. According to DOE, the power purchase agreement with Electric Energy Inc. requires DOE to pay for a portion of the D&D costs of the Joppa Power Plant, and DOE has asserted that a portion of DOE’s liability is the responsibility of Enrichment Corp. under the Power MOU in the amount of approximately $9.6 million. The Company is assessing DOE’s assertions including whether all or a portion of any such potential liability had been previously settled. The Company has not formed an opinion on the merits of DOE’s claim nor is it able to estimate its potential liability, if any, for such claim and no expense or liability has been accrued.

2933

On May 26, 2019, the Company, Enrichment Corp., and six other DOE contractors who have operated facilities at the Portsmouth GDP (including, in the case of the Company, the American Centrifuge Plant site located on the premises) were named as defendants in a class action complaint filed by Ursula McGlone, Jason McGlone, Julia Dunham, and K.D. and C.D., minor children by and through their parent and natural guardian Julia Dunham (collectively, the “McGlone Plaintiffs”) in the U.S. District Court in the Southern District of Ohio, Eastern Division. The complaint seeks damages for alleged off-site contamination allegedly resulting from activities on the Portsmouth GDP site. The McGlone Plaintiffs are seeking to represent a class of (i) all current or former residents within a seven-mile radius of the Portsmouth GDP site; and (ii) all students and their parents at the Zahn’s Corner Middle School from 1993-present. The complaint was amended on December 10, 2019, and on January 10, 2020 to add additional plaintiffs and new claims. On July 31, 2020, the court granted in part and denied in part the defendants’ motion to dismiss the case. The court dismissed ten of the fifteen claims and allowed the remaining claims to proceed to the next stage of the litigation process. On August 18, 2020, the McGlone Plaintiffs filed a motion for leave to file a third amended complaint and notice of dismissal of three of the individual plaintiffs. On March 18, 2021, the McGlone Plaintiffs filed a motion for leave to file a fourth amended complaint to add new plaintiffs and allegations. On March 19, 2021, the court granted the McGlone Plaintiffs’ motion for leave to amend the complaint to include Price-Anderson Act and eight other state law claims. On May 24, 2021, the Company, Enrichment Corp., and the other defendants filed their motion to dismiss the complaint. On March 31, 2022, the court granted the Company’s motion in part by dismissing claims brought on behalf of the minor children but allowed the other claims to proceed. As such, the discovery stage of litigation is continuing. On April 28, 2022, the Company, Enrichment Corp., and the other defendants filed their answer to the fourth amended complaint. The Company believes that its operations at the Portsmouth GDP site were fully in compliance with the NRC’s regulations. Further, the Company and Enrichment Corp. believe that any such liability should be indemnified under the Price-Anderson Act. The Company and Enrichment Corp. have provided notifications to DOE required to invoke indemnification under the Price-Anderson Act and other contractual provisions.

On June 8, 2022, the Company, Enrichment Corp., and six other DOE contractors who operated facilities at the Portsmouth GDP were named as defendants in a complaint filed by Brad Allen Lykins, as administrator of the estate of Braden Aaron Lee Lykins in the U.S. District Court in the Southern District of Ohio, Eastern Division (the “Lykins Complaint”). In March 2021, Brayden Lykins, who was thirteen years old, passed away from leukemia. The complaint alleges that the defendants released radiation into the environment in violation of the Price-Anderson Act causing Lykins’ death and seeks monetary damages. On August 30, 2022, the Company, Enrichment Corp., and the other defendants filed their answer to the Lykins Complaint. The Company and Enrichment Corp. believe that their operations at the Portsmouth GDP site were fully in compliance with the NRC’s regulations. Further, the Company and Enrichment Corp. believe that any such liability should be indemnified by DOE under the Price-Anderson Act. The Company and Enrichment Corp. have provided notifications to DOE required to invoke indemnification under the Price-Anderson Act and other contractual provisions.

On March 8, 2023, the Company, Enrichment Corp., and six other DOE contractors that operated facilities at the Portsmouth GDP were named as defendants in a complaint filed by Christian Rose in the U.S. District Court in the Southern District of Ohio, Eastern Division (the “Rose Complaint”). Christian Rose was diagnosed with cancer in June 2022. Although Mr. Rose is an adult, he attended the Zahn’s Corner Middle School, which was closed a few years ago due to contamination and is in the vicinity of the plant. The Rose Complaint alleges that the defendants released radiation into the environment in violation of the Price-Anderson Act causing death – even though the plaintiff is still alive – and seeks monetary damages in the nature of past and future medical expenses, pain and suffering and punitive damages, among others. On May 15, 2023, the Company, Enrichment Corp. and the other defendants filed their answers to the Rose Complaint. The Company and Enrichment Corp. believe that their operations at the Portsmouth GDP site were fully in compliance with the NRC’s regulations. Further, the Company and Enrichment Corp. believe that any such liability should be indemnified under the Price-Anderson Act. The Company and Enrichment Corp. have provided notifications to the DOE required to invoke indemnification under the Price-Anderson Act and other contractual provisions.

3034

On November 27, 2023, the Company, Enrichment Corp. and six other DOE contractors who operated facilities at the Portsmouth GDP were named as defendants in a complaint filed by Joshua Shaw in the U.S. District Court in the Southern District of Ohio, Eastern Division (the “Shaw Complaint”). Joshua Shaw was diagnosed with Acute Myeloid Leukemia (“AML”) in August 2008 and after going through chemotherapy continues to experience aftereffects of AML, including anxiety and fatigue. The Shaw Complaint alleges that the defendants released radiation into the environment exposing Mr. Shaw to radiation in violation of the Price-Anderson Act and causing Mr. Shaw’s AML and other injuries. Mr. Shaw seeks monetary damages in the nature of past and future medical expenses for treatment and care, pain and suffering and punitive damages, among others. On February 26, 2024, the Company, Enrichment Corp. and the other defendants filed their motion to dismiss the Shaw Complaint, which was thereafter amended on March 14, 2024. On March 28, 2024, the Company, Enrichment Corp. and the other defendants filed their motion to dismiss the amended Shaw Complaint, and, on May 31, 2024 filed their reply to support their motion to dismiss the amended Shaw Complaint. On March 31, 2025, the Court did not grant the Company’s motion to dismiss the Complaint for being time-barred. On April 14, 2025, the Company, Enrichment Corp., and the other defendants filed their answer to the amended complaint. The Company and Enrichment Corp. believe that their operations at the Portsmouth GDP site were fully in compliance with the NRC’s regulations. Further, the Company and Enrichment Corp. believe that any such liability should be indemnified under the Price-Anderson Act. The Company and Enrichment Corp. have provided notifications to the DOE required to invoke indemnification under the Price-Anderson Act and other contractual provisions.

Centrus is subject to various legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of business. While the outcome of these claims cannot be predicted with certainty, Centrus does not believe that the outcome of any of these legal matters, individually and in the aggregate, will have a material adverse effect on its cash flows, results of operations, or consolidated financial condition.

1213. SEGMENT INFORMATION

Gross profit is the Company’s measure for segment reporting. ~~There~~Total ~~were~~revenues nofor each of the Company’s business segments in the following tables exclude intersegment sales as these activities are eliminated in consolidation and thus are not included in management’s evaluation of performance of each segment. Sales between segments are recorded as if the ~~periods~~sales ~~presented~~were to third parties, that is, at contractual or market prices at the time of the sale. Such intercompany operating income is eliminated in consolidation, so that the Company’s total sales and total operating income reflect only those transactions with external customers. Refer to Note 2, Revenue and Contracts with Customers, for additional details on revenue for each segment. The following table presents the Company’s segment information (in millions):

3135

	Three Months Ended June 30, 2025				Six Months Ended June 30, 2025
	Three Months Ended September 30, 2025				Nine Months Ended September 30, 2025
	2025		2024		2025		2024
Revenue
LEU segment:
Separative work units	$	~~125~~10.7	$	~~139~~34.78	$	~~177~~187.07	$	~~163~~198.31
Uranium	—34.1		~~29.9~~—		—34.1		29.9
Intersegment revenue, eliminated on consolidation	6.13		—		612.14		—
Total	~~131~~51.81		~~169~~34.68		~~183~~234.12		~~193~~228.20
Technical Solutions segment	2830.81		1922.49		5080.67		3962.54
Total	~~160~~81.62		~~189~~57.07		$	~~233~~314.79	$	~~232~~290.74
Elimination of intersegment revenue	(6.13)		—		(612.14)		—
Total revenue	$	~~154~~74.59	$	~~189~~57.07	$	~~227~~302.65	$	~~232~~290.74
Cost of Sales
LEU segment:
Separative work units and uranium	$	7552.06	$	~~136~~29.6	$	95147.17	$	~~159~~189.73
Intersegment cost of sales, eliminated on consolidation	46.34		—		410.37		—
Total	7959.30		~~136~~29.6		99158.4		~~159~~189.73
Technical Solutions segment	2526.6		1519.92		4572.73		3251.24
Total	~~104~~85.96		~~152~~48.58		~~145~~230.17		~~191~~240.97
Elimination of intersegment cost of sales	(46.34)		—		(410.37)		—
Total cost of sales	$	~~100~~79.62	$	~~152~~48.58	$	~~140~~220.80	$	~~191~~240.97
Segment Gross Profit
Segment Gross Profit (Loss)
LEU segment:
LEU segment	$	~~50.~~(7.8)	$	335.02	$	8174.91	$	3338.57
Intersegment gross profit, eliminated on consolidation	1.8		—		1.8		—
Intersegment gross profit (loss), eliminated on consolidation	(0.1)		—		1.7		—
Total	52(7.59)		335.02		8375.78		3338.57
Technical Solutions segment:
Technical Solutions	3.25		3.57		48.94		711.30
Total	3.25		3.57		48.94		711.30
Elimination of intersegment gross profit	(1.8)		—		(1.8)		—
Elimination of intersegment gross profit (loss)	0.1		—		(1.7)		—
Gross profit	$	53.9	$	36.5	$	86.8	$	40.8
Gross profit (loss)	$	(4.3)	$	8.9	$	82.5	$	49.7
Reconciliation to Income before income taxes
Reconciliation to Income (loss) before income taxes
Advanced technology costs	$	31.37	$	4.1	$	68.30	$	913.89
Selling, general and administrative	98.29		79.16		1725.09		1524.06
Stock compensation	4.2		0.5		4.7		0.7
Equity-related compensation	0.6		0.4		5.3		1.1
Amortization of intangible assets	31.71		32.74		45.89		47.82
Nonoperating components of net periodic benefit loss	1.0		(16.3)		1.9		(16.2)
Nonoperating components of net periodic benefit loss (income)	1.0		0.8		2.9		(15.4)
Interest expense	3.14		0.31		69.59		0.78
Investment income	(812.09)		(2.46)		(1528.32)		(57.28)
Extinguishment of long-term debt	—		—		(11.8)		—
Other expense, net	—		—		0.1		0.1
Other expense (income), net	(0.1)		—		—		0.1
Income before income taxes	$	37.4	$	39.5	$	72.6	$	31.1
Income (loss) before income taxes	$	(8.0)	$	(5.9)	$	64.6	$	25.2

3236

The Company’s total assets are not presented for each reportable segment as they are not reviewed by, nor otherwise regularly provided to the chief operating decision maker (“CODM”), the CEO. The CODM uses revenue, cost of sales and gross profit to allocate resources (including personnel and financial or capital resources) for each segment, predominantly in the annual budget and quarterly financial review and forecasting process. The CODM considers budget-to-actual variances on a quarterly basis using revenue, cost of ~~sale~~sales and gross profit when making decisions about allocating capital and personnel to the segments. Centrus’ long-term or long-lived assets, which include property, plant and equipment and other assets reported on the Consolidated Balance Sheet, were located in the United States as of ~~June~~September 30, 2025 and December 31, 2024.

Revenue from Major Customers (10% or More of Total Revenue)

In the three months ended ~~June~~September 30, 2025, ~~three~~two customers in the LEU segment individually represented $3534.71 million, ~~$32.8 million,~~ and $1910.97 million of revenue, respectively. In the ~~six~~nine months ended ~~June~~September 30, 2025, ~~three~~four customers in the LEU segment individually represented $67.5 million, $35.7 million, $34.1 million, and $32.8 million of revenue, respectively. One customer in the Technical Solutions segment individually represented $2729.90 million and $4978.6 million of revenue in the three and ~~six~~nine months ended ~~June~~September 30, 2025, respectively.

In ~~both~~ the three ~~and~~months ~~six~~ended September 30, 2024, one customer in the LEU segment individually represented $34.8 million of revenue. In the nine months ended ~~June~~September 30, 2024, four customers in the LEU segment individually represented $4269.3 million, $3542.43 million, $3435.54 million, and $30.2 million of revenue~~, respectively~~. One customer in the Technical Solutions segment individually represented $1821.96 million and $3860.73 million of revenue in the three and ~~six~~nine months ended ~~June~~September 30, 2024, respectively.

3337

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with, and is qualified in its entirety by reference to, the unaudited Consolidated Financial Statements and related notes appearing elsewhere in this report.

This discussion contains forward-looking statements that involve risks and uncertainties. Actual results could differ significantly from the results discussed in the forward-looking statements particularly in light of the economic, social, and market uncertainty created by, among other things, the war in Ukraine and changes in laws, tariffs or other government measures. See “Forward-Looking Statements” at the beginning of this Quarterly Report on Form 10-Q.

Overview

Centrus Energy Corp., a Delaware corporation (“Centrus,” the “Company”, “we” or “us”), is a trusted supplier of nuclear fuel components for the nuclear power industry, which provides a reliable source of carbon free energy and provides enrichment and technical services for public and private customers. References to “Centrus”, the “Company”, “our”, or “we” include Centrus Energy Corp. and its wholly owned subsidiaries as well as the predecessor to Centrus, unless the context indicates otherwise.

Centrus operates two business segments: (a) LEU, which supplies various components of nuclear fuel to commercial customers from our global network of suppliers, and (b) Technical Solutions, which provides advanced uranium enrichment for the nuclear industry and the U.S. government and advanced manufacturing and other technical services to government and private sector customers.

Our LEU segment provides most of the Company’s revenue and involves the sale of enriched uranium, the fissile component of nuclear fuel, primarily to utilities that operate commercial nuclear power plants. The majority of these sales are for the enrichment component of LEU, which is measured in SWU. Centrus also sells natural uranium hexafluoride (the raw material needed to produce LEU) and occasionally sells uranium concentrates, uranium conversion, or LEU with the natural uranium hexafluoride and SWU components combined into one sale.

LEU is a critical component in the production of nuclear fuel for reactors that produce electricity. We supply LEU and its components to both domestic and international utilities for use in nuclear reactors worldwide. We provide LEU from multiple sources, including medium- and long-term supply contracts, ~~and~~ spot purchases and our inventory. As a long-term supplier of LEU to our customers, our objective is to provide value through the reliability and diversity of our supply sources.

Published spot price indicators for SWU reached previous historic highs in April 2009 at $163 per SWU. In the years following the 2011 Fukushima accident in Japan, spot prices declined more than 75%, bottoming out in August 2018 at $34 per SWU. This was followed by a period of price increases, which reached $195 per SWU by December 31, 2024, which surpassed the previous historic high. As of ~~June~~September 30, 2025, spot prices were $~~190~~220 per SWU. This represents aan ~~decrease~~increase of 313% since the beginning of the year ~~but~~and an increase of ~~459~~547% over the 2018 historic low. This surge in the SWU spot price beginning in 2022 has been driven primarily by uncertainty created as a result of the war in Ukraine, coupled with growing interest in nuclear power as a source of reliable carbon-free energy. The contemplation of the imposition of tariffs on LEU, ~~and~~ if ultimately imposed, may put additional upward pressure on the price of SWU.

34When Russian supply is included, the uranium enrichment segment of the global nuclear fuel market is oversupplied. But without Russian supply, the global market for uranium enrichment would be undersupplied. Further, it is not clear that there are sufficient inventories of enriched uranium in the United States to compensate for a loss of Russian supply, absent new capacity that will take a number of years to deploy.

When Russian supply is included, the uranium enrichment segment of the global nuclear fuel market is oversupplied. But without Russian supply, the global market for uranium enrichment would be undersupplied. Further, it is not clear that there are sufficient inventories of enriched uranium in the United States to compensate for a loss of Russian supply, absent new capacity that will take a number of years to deploy. A report issued by the International Atomic Energy Agency in 2023 reported that while U.S. utilities may have enough inventory to cover one reload of their reactors, “truly strategic physical stockpiles are almost non-existent.”138

Changes in the supply-demand balance and in the competitive landscape arising from the war in Ukraine or the imposition of tariffs, may affect pricing trends, change customer spending patterns, and create additional uncertainty in the uranium market. At the same time, uncertainty remains about future demand for nuclear power generation. To address such changes and uncertainty, we continue to evaluate opportunities to grow our business organically or through acquisitions and other strategic transactions.

Our Technical Solutions segment is committed to the restoration of America’s domestic uranium enrichment production capability in order to play a critical role in meeting U.S. national security and energy security requirements and advancing America’s nonproliferation, energy, and climate objectives. Our Technical Solutions segment is also focused on repairing broken and vulnerable supply chains, providing clean energy jobs, and supporting the communities in which we operate. Our goal is to deliver major components of the next-generation nuclear fuels that will provide reliable carbon-free power around the world.

The Company’s work on HALEU began under the HALEU Demonstration Contract, signed with the DOE in 2019 to construct a cascade of 16 AC100M centrifuges in Piketon, Ohio to demonstrate HALEU production. The DOE has funded the contract up to $173.0 million with a period of performance that ended November 30, 2022. Closeout activities on the HALEU Demonstration Contract are ongoing.

On November 10, 2022, the DOE ~~notified Centrus that the Company had been~~ awarded the HALEU Operation Contract ~~and~~to ~~work~~the ~~began~~Company onwith ~~December~~a ~~1, 2022. The~~ base contract value ~~was~~of approximately $150.0 million ~~with~~in two phases through 2024. Phase 1 included an approximately $30.0 million cost-share contribution from Centrus matched by approximately $30.0 million from the DOE to complete construction of the cascade, begin operations and produce the initial 20 kilograms of HALEU UF6 ~~by no later than December 31, 2023~~. On November 7, 2023, the Company announced that it made its first contractual delivery of HALEU to the DOE, completing Phase 1 ~~by successfully demonstrating its HALEU production process~~.

During November 2023, the Company transitioned to Phase 2 of the HALEU Operation Contract, which included production of 900 kilograms of HALEU UF6 ~~per~~for one production year, as well as continued operations and maintenance of the cascade. Phase 2 ~~had~~included an initial contract value of approximately $90.0 million and ~~the~~compensation ~~Company is being compensated~~ on a cost-plus-incentive-fee-basis. The DOE owns ~~the~~any HALEU produced from the demonstration cascade. The HALEU Operation Contract also gives DOE the ability to exercise three optional periods to contract for up to nine additional years of production from the cascade beyond the base contract; those options are at the DOE’s sole discretion and subject to the availability of Congressional appropriations. Pursuant to an amendment to the Company’s lease for the Piketon facility, the DOE assumed all D&D liabilities arising out of the HALEU Operation Contract.

1Under ~~International~~the ~~Atomic~~HALEU ~~Energy~~Operation ~~Agency~~Contract, ~~“Global~~DOE ~~Inventories~~is contractually obligated to provide the 5B Cylinders necessary to collect the output of ~~Secondary~~the ~~Uranium~~cascade, ~~Supplies”~~but ~~(IAEA-TECDOC-2030)~~supply chain challenges created difficulties for DOE in securing enough 5B Cylinders for the entire Phase 2 production year. During time periods when 5B Cylinders were insufficient, pthe Company was not able to produce HALEU as it did not have 5B Cylinders to store the enriched uranium. 54Due ~~(2023)~~to these delays, Centrus was unable to achieve contractual delivery of the 900 kilograms of HALEU UF6 by November 2024, which was the date set for the end of Phase 2 performance. On November 5, 2024, the HALEU Operation Contract was modified to extend the Phase 2 period of performance to June 30, 2025 which allowed the Company to produce and contractually deliver the Phase 2 production target of 900 kilograms of HALEU to DOE. On August 20, 2025, the DOE modified the HALEU Operation contract to further extend the Phase 2 period of performance through October 31, 2025 to allow the Company to complete outstanding change orders. As of September 30, 2025, the total Phase 2 contract value and funded value is $170.1 million. The fee for the Phase 2 period of performance that was extended beyond November 30, 2024 was not definitized and is subject to negotiation.

3539

~~Under~~On ~~the~~June ~~HALEU~~17, ~~Operation Contract~~2025, the DOE isissued ~~contractually~~an ~~obligated~~amendment to ~~provide~~ the 5BHALEU ~~Cylinders~~Operation ~~necessary~~Contract tothat ~~collect~~split the ~~output~~first ofthree-year ~~the~~option ~~cascade,~~period ~~but~~into ~~supply~~a ~~chain~~first ~~challenges~~option ~~had~~period ~~created~~of ~~difficulties~~one ~~for~~year ~~DOE~~(“Option in1a”) ~~securing~~and ~~enough~~a 5Bsecond ~~Cylinders~~option ~~for~~period ~~the~~of ~~entire~~two ~~production~~years ~~year~~(“Option ~~under Phase 2~~1b”). ~~During~~The ~~time~~amendment ~~periods~~established ~~when~~a 5Btarget ~~Cylinders~~cost ~~were~~and ~~insufficient,~~fee ~~the~~for ~~Company~~Option ~~was~~1a ~~able~~of toapproximately ~~continue~~$99.3 million ~~operations~~and of$8.7 million, ~~the cascade~~respectively, ~~but~~and ~~did~~a ~~not~~target ~~produce~~cost ~~HALEU~~and asfee itfor ~~did~~Option ~~not~~1b ~~have~~of 5B$163.5 million ~~Cylinders~~and to$15.2 million, ~~store the enriched uranium~~respectively. ~~Due to these delays~~Additionally, ~~Centrus~~the ~~was~~Amendment ~~unable~~acknowledges tothat ~~achieve contractual delivery of~~ the ~~900~~estimated ~~kilograms~~cost ofassociated ~~HALEU~~with ~~UF6~~Option by1b ~~the~~is ~~date~~insufficient ~~set~~to ~~for~~support ~~the~~full ~~end~~performance ofdue ~~Phase~~to 2known ~~performance.~~cost ~~Centrus’~~increases ~~contractual~~since ~~delivery~~award ~~obligation~~ of ~~900~~the ~~kilograms~~HALEU byOperation ~~November~~Contract ~~2024,~~and ~~was~~indicates ~~conditioned~~that onthe ~~DOE’s~~Company ~~ability~~will need to ~~provide~~submit ~~the 5B Cylinders on~~ a ~~timeline~~revised ~~that~~cost ~~allowed~~proposal for ~~continuous~~review ~~production~~and ~~throughout~~negotiation ~~Phase~~prior 2to DOE’s consideration of ~~the~~Option ~~contract~~1b. In ~~light~~conjunction ofwith the ~~delays~~amendment, ~~on November 5, 2024,~~ the ~~HALEU~~DOE ~~Operation~~exercised ~~Contract~~Option ~~was~~1a ~~modified~~and toextended ~~extend~~ the ~~Phase 2~~ period of performance to June 30, ~~2025~~2026. On June 25, 2025, the Company announced that it had produced and contractually delivered to the DOE 900 kilograms of HALEU under the HALEU Operation Contract, thereby achieving the Phase 2 production target. As of ~~June~~September 30, 2025, ~~the~~Option ~~total~~1a ~~Phase~~is ~~2 contract value and~~ funded ~~value is $169.1 million. The fee~~ for the ~~Phase~~contract 2value ~~period~~ of ~~performance that was extended beyond November 30, 2024 was not definitized and is subject to negotiation~~$108. 2 million.

OnUnder ~~June 17, 2025,~~ the ~~DOE issued an amendment to the~~ HALEU Operation Contract, ~~that split~~ the ~~first~~Company ~~three-year~~has ~~option~~submitted ~~period~~several ~~into~~change aorder ~~first~~requests ~~option~~for ~~period~~work ofbeing ~~one~~performed ~~year~~on ~~(“Option~~infrastructure, ~~1a”)~~facility repairs, and a5B ~~second option period of two years (“Option 1b”)~~Cylinders. The ~~amendment~~additional ~~establishes~~work ais ~~target~~being ~~cost~~performed ~~and~~under ~~fee~~the ~~for~~DOE ~~Option~~Contracting 1aOfficer’s ofapproval ~~approximately~~or ~~$99.3~~contract ~~million and $8~~modifications.7 ~~million,~~On ~~respectively,~~September ~~and a target cost and fee for Option 1b of $163.5 million and $15.2 million~~28, ~~respectively. Additionally~~2023, the ~~Amendment~~DOE ~~acknowledges~~modified ~~that~~ the ~~estimated~~HALEU ~~cost~~Operation ~~associated~~Contract ~~with Option 1b is insufficient~~ to ~~support~~incorporate ~~full~~additional ~~performance~~scope ~~due~~for toinfrastructure ~~known~~and ~~cost~~facility ~~increases since award of the HALEU Operation Contract~~repairs, and ~~indicates~~costs ~~that~~associated ~~the~~with ~~Company~~5B ~~will~~Cylinder ~~need~~refurbishment, ~~to submit a revised cost proposal~~ for ~~review~~an ~~and~~estimated ~~negotiation~~additional ~~prior~~contract tovalue ~~DOE’s consideration~~ of ~~Option 1b~~$5.8 million, Inwithout ~~conjunction~~a ~~with~~cost-share ~~the~~provision. ~~amendment, the~~ DOE ~~exercised~~is ~~Option~~now 1aobligated ~~and~~for ~~extended~~costs ~~the~~up ~~period of performance~~ to ~~June~~the ~~30,~~contract ~~2026.~~value As of ~~June~~$8.8 ~~30,~~million ~~2025, Option 1a is funded~~ for the ~~contract~~additional ~~value~~scope ~~of $108~~work.~~0 million.~~

~~While~~Congress ~~the~~has ~~obligation~~appropriated toa ~~furnish~~total ~~compliant~~of 5Bapproximately ~~Cylinders~~$3.4 ~~under~~billion to the ~~HALEU~~DOE ~~Operation~~to ~~Contract~~jumpstart ~~continues~~U.S. tonuclear ~~rest~~fuel ~~with~~production, ~~the~~including ~~DOE,~~both ~~Centrus~~LEU ~~has~~and ~~worked~~HALEU toenrichment. ~~help~~Based ~~the~~on ~~DOE~~this tofunding, ~~secure~~the ~~additional~~DOE ~~cylinders.~~issued Toa ~~support~~series ~~the~~of ~~DOE~~three inRFPs ~~mitigating~~covering ~~the~~HALEU ~~risk~~production, ofHALEU ~~further~~deconversion, ~~delays~~and inLEU ~~delivery~~production. ofIn 5Blate ~~Cylinders~~2024, the ~~Company~~DOE ~~received~~made ~~Contracting~~initial ~~Officer~~selections ~~approval~~under ~~and~~each aof ~~contract~~the ~~modification~~RFPs. ~~from~~Centrus was among the ~~DOE~~awardees tofor ~~procure~~all ~~compliant~~three 5BRFPs ~~Cylinders~~under ~~and~~IDIQ ~~components~~structures.

~~Congress~~Each ~~has~~of ~~appropriated~~these aIDIQ ~~total~~awards ofcarries a $32.40 ~~billion~~million tocontract ~~the~~minimum ~~DOE~~for toeach ~~jumpstart~~awardee ~~U.S.~~and ~~nuclear~~is ~~fuel~~subject ~~production,~~to ~~including~~an ~~both~~overall ~~LEU~~contract ~~and~~ceiling ~~HALEU~~covering all awardees. ~~Based~~Under onthe ~~this~~IDIQ ~~funding~~awards, the DOE ~~issued~~can aissue ~~series~~task oforders ~~three~~to ~~RFPs~~the ~~covering~~awardees ~~HALEU~~and ~~production,~~then ~~HALEU~~allocate ~~deconversion,~~available ~~and~~funding ~~LEU~~to ~~production~~those task orders. InThe ~~late~~ultimate ~~2024,~~value of the ~~Department~~awards ~~made~~to ~~initial~~Centrus, ~~selections~~and ~~under~~the ~~each~~scale of the ~~RFPs.~~expansion ~~Centrus~~supported, ~~was~~will ~~among~~depend upon the ~~awardees~~scope ~~for~~of ~~all~~task ~~three~~orders ~~RFPs~~that DOE may subsequently issue under anthe ~~IDIQ~~contracts ~~structure~~for which the Company intends to compete.

~~Each~~Of ofthe ~~these~~approximately ~~IDIQ~~$3.4 ~~awards~~billion ~~carries~~in aappropriated funds, $~~2.0~~700 million ~~contract~~specifically ~~minimum~~related ~~for~~to ~~each~~HALEU ~~awardee, and~~ is ~~subject~~from tothe anInflation ~~overall~~Reduction ~~contract~~Act ~~ceiling~~(“IRA”). ~~covering~~Executive ~~all~~Order ~~awardees.~~14154, ~~Under~~issued ~~the~~on ~~IDIQ~~January ~~awards~~20, ~~the~~2025, ~~DOE~~directed ~~can~~executive ~~issue~~agencies ~~task~~of ~~orders~~the U.S. federal government to pause the ~~awardees~~distribution ~~and~~of ~~then~~federal ~~allocate~~funding, ~~available~~including funding toappropriated ~~those~~under ~~task~~the ~~orders.~~IRA, ~~The~~pending ~~ultimate~~a ~~value~~review of ~~the~~programs ~~awards~~for toissuing ~~Centrus~~grants, --loans, ~~and~~contracts, ~~the~~or ~~potential~~any ~~scale~~other financial disbursements. While implementation of the ~~expansion~~funding ~~supported~~pause --is ~~will~~currently ~~depend~~subject ~~upon~~to legal challenges, the ~~scope~~ultimate outcomes, and DOE actions during the pendency, of ~~task~~these ~~orders~~legal ~~that~~challenges ~~DOE~~remain ~~may~~uncertain. ~~subsequently~~Should ~~issue~~the ~~under~~pause continue to be implemented, the ~~contracts~~timing ~~for~~of ~~which~~the pause and subsequent review, as well as the ~~Company~~outcome ~~intends~~of tosuch ~~compete~~review, remain uncertain.

OfOn ~~the~~November ~~$3.4~~6, ~~billion~~2024, inDOE ~~appropriated~~issued ~~funds,~~requests ~~$700~~for ~~million~~task ~~specifically~~order ~~related~~proposals tounder the HALEU isDeconversion ~~from~~Contract and the ~~Inflation~~HALEU ~~Reduction~~Enrichment ~~Act (“IRA”)~~Contracts. ~~Executive~~DOE ~~Order~~contemplates ~~14154,~~issuing ~~issued~~the ontask ~~January~~orders ~~20,~~on ~~2025,~~a ~~directed~~time-and-material ~~executive~~basis ~~agencies~~with ofa ~~the~~two-year ~~U.S.~~period ~~federal~~of ~~government~~performance tofor ~~pause~~ the ~~distribution~~purpose of ~~federal~~describing ~~funding, including funding appropriated under~~ the ~~IRA,~~technical ~~pending~~approach aand ~~review~~price ofin ~~programs~~an ~~for~~optimization ~~issuing~~study ~~grants,~~to ~~loans,~~support ~~contracts,~~DOE orin ~~any~~establishing ~~other~~the ~~financial~~commercial ~~disbursements.~~production ~~While implementation~~ of ~~the~~HALEU ~~funding~~and ~~pause~~commercial isdeconversion ~~currently~~of ~~subject~~HALEU, torespectively. ~~legal~~On ~~challenges~~January 9, ~~the ultimate outcomes~~2025, ~~and~~we ~~DOE~~submitted ~~actions~~our ~~during~~proposals ~~the~~in ~~pendency,~~response ofto these ~~legal~~requests ~~challenges~~for ~~remain~~task ~~uncertain~~order proposals. ~~Should~~As of the ~~pause~~filing ~~continue~~of tothis beForm ~~implemented~~10-Q, ~~the~~no ~~timing~~task oforders ~~the~~have ~~pause~~been ~~and~~awarded ~~subsequent~~under ~~review,~~the asHALEU ~~well~~Deconversion asContract and the ~~outcome~~HALEU ofEnrichment ~~such review, remain uncertain~~Contract.

On November 6, 2024, DOE issued requests for task order proposals under the HALEU Deconversion Contract and the HALEU Enrichment Contracts. DOE contemplates issuing the task orders on a time-and-material basis with a two year period of performance for the purpose of describing the technical approach and price in an optimization study to support DOE in establishing the commercial production of HALEU and commercial deconversion of HALEU, respectively. On January 9, 2025, we submitted our proposals in response to these requests for task order proposals. As of the filing of this Form 10-Q, no task orders have been awarded under the HALEU Deconversion Contract and the HALEU Enrichment Contract.

On March 30, 2025, the Company submitted its proposal in response to a request for task order from the DOE for a report and additional deliverables under the LEU Production Contract. On April 11, 2025, the Company was awarded a time and materials task order with a total award ceiling of approximately $0.5 million.

On November 20, 2024, the Company announced the resumption of centrifuge manufacturing activities and the expansion of its manufacturing capacity at its facility in Oak Ridge, Tennessee. The Company is investing approximately $60.0 million over an 18 month period in this effort, which will help lay the groundwork to support a potential large-scale expansion of uranium enrichment in Piketon, Ohio.40

The Qualifying Advanced Energy Project Credit (“§48C”) was established by the American Recovery and Reinvestment Act of 2009 and renewed and expanded under the IRA. The §48C program aims to strengthen U.S. industrial competitiveness and clean energy supply chains. On ~~October~~November 1820, 2024, the Company ~~submitted~~announced anthe ~~application~~resumption ~~for~~of acentrifuge ~~clean energy~~ manufacturing activities and ~~recycling~~the ~~project~~expansion ~~associated~~of ~~with~~its ~~re-equipping our~~ manufacturing ~~property~~capacity at ~~our~~its ~~manufacturing~~ facility in Oak Ridge., ~~This will recreate a viable enrichment supply chain and allow ACO to manufacture centrifuge parts to be used in centrifuge machines to enrich uranium~~Tennessee. ~~Our~~The ~~application~~Company ~~requested~~is aninvesting ~~allocation~~approximately of $6260.~~4 million based on a qualified investment in eligible property of $208.~~0 million ~~made~~over byan ~~Centrus.~~18-month Onperiod ~~January 10, 2025, the Company was informed that the Internal Revenue Service (“IRS”) granted our request~~ for ~~a $62.4 million credit allocation for~~ this facility. Centrus now has two years from that date to provide evidence that the requirements of the credit have been met thus certifying our credit allocation. Upon certification of our credit allocationeffort, wewhich ~~then~~will ~~have~~help ~~two~~lay ~~years from that date to notify~~ the ~~DOE~~groundwork ~~that the qualified investment in eligible property is placed in service~~ to ~~receive~~support the ~~credit~~planned ~~allocation.~~large-scale Itexpansion isof ~~uncertain~~uranium ~~how~~enrichment ~~Executive Order 14154 will impact the IRS determination regarding our application request. For further details refer to Liquidity and Capital Resources~~ in ~~this~~Piketon, ~~Quarterly Report on Form 10-Q~~Ohio.

OnThe ~~November~~Qualifying 7,Advanced ~~2024,~~Energy ~~the~~Project ~~Company~~Credit ~~issued~~(“§48C”) ~~2.25%~~was ~~Convertible~~established ~~Notes~~by ~~with~~the anAmerican ~~aggregate~~Recovery ~~principal~~and ~~amount~~Reinvestment Act of ~~$402.5~~2009 ~~million,~~and ~~due~~renewed ~~November~~and 1,expanded ~~2030,~~under ~~unless~~the ~~earlier~~IRA. ~~repurchased,~~The ~~redeemed~~§48C orprogram ~~converted~~aims to strengthen U.S. ~~The~~industrial ~~proceeds~~competitiveness ~~from~~and ~~the~~clean 2energy supply chains.~~25%~~ ~~Convertible~~On ~~Notes~~October ~~were~~18, to2024, bethe ~~used~~Company submitted an application for ~~general~~a ~~working~~clean ~~capital~~energy manufacturing and ~~corporate~~recycling ~~purposes,~~project ~~which~~associated ~~may~~with ~~include~~re-equipping ~~investment~~our inmanufacturing ~~technology~~property ~~development~~at orour ~~deployment,~~manufacturing ~~repayment~~facility orin ~~repurchase~~Oak ofRidge. ~~outstanding~~This ~~debt,~~will ~~capital~~recreate ~~expenditures,~~a ~~potential~~viable ~~acquisitions~~enrichment supply chain and ~~other~~allow ~~business~~ACO ~~opportunities~~to ~~and~~manufacture ~~purposes.~~centrifuge ~~Pursuant~~parts to abe ~~notice~~used in centrifuge machines to enrich uranium. Our application requested an allocation of ~~redemption~~$62.4 ~~issued~~million based on ~~February~~a ~~24,~~qualified ~~2025,~~investment onin ~~March~~eligible 26property of $208.0 million made by Centrus. On January 10, 2025, the Company ~~redeemed~~was ~~all~~informed ~~8.25%~~that ~~Notes~~the atInternal Revenue Service (“IRS”) granted our request for a ~~redemption~~$62.4 ~~price~~million ~~equal~~credit allocation for this facility. Centrus has two years from that date to ~~100%~~provide evidence that the requirements of the ~~$74~~credit have been met thus certifying our credit allocation.3 ~~million~~Upon ~~aggregate~~certification ~~principal~~of ~~amount~~our credit allocation, ~~together~~we ~~with~~then ~~any~~have ~~accrued~~two ~~and~~years ~~unpaid~~from ~~interest.~~that ~~The~~date ~~Company~~to ~~recorded~~notify athe ~~gain~~DOE ofthat ~~$11.8~~the ~~million~~qualified ~~related~~investment in eligible property is placed in service to receive the ~~extinguishment~~credit ofallocation. It is uncertain how Executive Order 14154 will impact the ~~long-term~~IRS ~~debt~~determination regarding our application request. For further details refer to Liquidity and Capital Resources in this Quarterly Report on Form 10-Q.

On ~~June~~November 307, ~~2025~~2024, the Company ~~provided~~issued ~~notice to the noteholders that the notes became convertible at the option of the holders beginning on July 1, 2025, and ending at the close of business on September 30, 2025~~2.25% ~~The~~Convertible ~~notes~~Notes ~~are~~with ~~convertible~~an ataggregate aprincipal ~~conversion~~amount ~~rate~~ of 10$402.~~2564~~5 ~~shares~~million, ofdue ~~Class~~November ~~A Common Stock per $~~1,~~000~~ ~~principal~~2030, ~~amount~~unless ofearlier ~~notes~~repurchased, ~~which~~redeemed isor ~~equivalent to a conversion price of approximately $97~~converted.50 ~~per~~The ~~share~~proceeds offrom ~~Class~~the ~~A Common Stock. The~~ 2.25% Convertible Notes ~~became~~will ~~convertible~~be ~~because~~used ~~the~~for ~~last~~general ~~reported~~working ~~sale~~capital ~~price~~and ofcorporate ~~shares of the Class A Common Stock~~purposes, ~~for~~which atmay ~~least~~include 20investment ~~trading~~in ~~days~~technology ~~during~~development ~~the~~or ~~period of 30 consecutive trading days ending on~~deployment, ~~and~~repayment ~~including,~~or ~~the~~repurchase ~~last trading day~~ of ~~the~~outstanding ~~calendar~~debt, ~~quarter~~capital ~~ended June 30~~expenditures, ~~2025,~~potential ~~was~~acquisitions ~~greater~~and ~~than~~other ~~130%~~business ofopportunities ~~the~~and ~~conversion price in effect on each applicable trading day~~purposes.

37Pursuant to a notice of redemption issued on February 24, 2025, on March 26, 2025, the Company redeemed all 8.25% Notes at a redemption price equal to 100% of the $74.3 million aggregate principal amount, together with any accrued and unpaid interest. The Company recorded a gain of $11.8 million related to the extinguishment of the long-term debt.

On August 18, 2025, the Company issued 0% Convertible Notes with an aggregate principal amount of $805.0 million, due August 15, 2032, unless earlier repurchased, redeemed or converted. The proceeds from the 0% Convertible Notes will be used for general working capital and corporate purposes, which may include investment in technology development or deployment, repayment or repurchase of outstanding debt, capital expenditures, potential acquisitions and other business opportunities and purposes.

The war in Ukraine, along with the Import Ban Act and the Russian Decree, have contributed to a significant increase in market prices for enrichment and prompted calls for public and private investment in new, domestic uranium enrichment capacity not only for HALEU production, but also for LEU production to support the existing fleet of reactors. As a result, coupled with the Company’s contract awards for HALEU and LEU production, Centrus is exploring the opportunity to deploy LEU enrichment alongside HALEU enrichment to meet a range of commercial and U.S. government requirements, which would bring cost synergies while increasing revenue opportunities. Our ability to deploy LEU and/or HALEU enrichment, and the timing, sequencing, and scale of those capabilities, is subject to the availability of funding and/or off-take commitments.

The Energy Act of 2020 (“The Energy Act”) required the DOE to establish a program to support the availability of HALEU for civilian domestic research, development, demonstration, and commercial use. The Energy Act also reauthorized DOE nuclear energy research, development, demonstration, and commercial application activities, including advanced fuel, research and development for advanced reactors, used fuel technologies, and integration of nuclear energy systems for both existing plants and advanced nuclear concepts. It also authorized the funding of an ARDP which was launched by the DOE in May 2020. There are a number of advanced reactors under development that would use HALEU. Nine of the ten advanced reactor designs initially selected by the DOE for its ARDP will require HALEU. Various agencies of the U.S. government, including the U.S. Department of Defense, the Defense Advanced Research Projects Agency, and the DOE are building small modular reactors and microreactors, which demonstrates the focus on both the development of microreactors and HALEU. We believe our investments in advanced enrichment technology and our progress in demonstrating HALEU production will position the Company to meet the needs of government and commercial customers in the future as they deploy advanced reactors and next generation fuels and also offers potential cost synergies for a return to LEU production. Further, the Company is taking steps to pursue, including through the exploration of strategic partnerships, technologies that are complementary to HALEU production and critical to the HALEU ecosystem, including deconversion and fuel fabrication.

While the monthly price indicators have increased for several years, the uranium enrichment segment of the nuclear fuel market remains oversupplied and faces uncertainty about future demand for nuclear power generation. However, without Russian supply, the global market would be undersupplied for uranium enrichment. Recent data from the International Trade Commission shows a significant increase in the importation of enriched uranium into the U.S. from China beginning in 2023. If this trend continues, it will likely result in significant changes in the competitive landscape that will affect pricing trends, ~~and~~affect customer spending patterns, ~~and~~ create uncertainty and likely have a negative impact on our business. To address these changes, we have taken steps to adjust our cost structure; we may seek further adjustments to our cost structure and operations and evaluate opportunities to grow our business organically or through acquisitions and other strategic transactions.

We are also actively considering and expect to consider potential strategic transactions from time to time, which could involve, without limitation, acquisitions and/or dispositions of businesses or assets, joint ventures or investments in businesses, products or technologies or changes to our capital structure. For further discussion, refer to Liquidity and Capital Resources in this Quarterly Report on Form 10-Q.

Market Conditions and Outlook

The global nuclear industry outlook has improved after many years of decline or stagnation. The development of advanced small and large-scale reactors, the innovation of advanced fuel types, and the commitment of nations to begin deploying nuclear power or to increase the share of nuclear power in their nations has created optimism in the market. Part of the momentum has resulted from efforts to lower greenhouse gas emissions to combat climate change and improve health and safety.

38According to the WNA, as of September 2025, there were 70 reactors under construction worldwide, approximately one-half of which are in China. The United States, with over 90 operating reactors, remains the world’s largest market for nuclear fuel. The nuclear industry in the United States, Japan, and Europe faces headwinds as well as opportunities. In the United States, the industry has been under pressure from the expansion of subsidized renewable energy as well as relatively low-cost natural gas resources in recent years. Eight U.S. reactors have prematurely shut down in the past ten years, and others could shut down in the next few years. At the same time, construction was completed, and commercial operations began in the second quarter of 2024 on one large reactor and two formerly shutdown reactors have plans to restart.

According to the WNA, as of June 2025, there were 69 reactors under construction worldwide, approximately one-half of which are in China. The United States, with over 90 operating reactors, remains the world’s largest market for nuclear fuel. The nuclear industry in the United States, Japan, and Europe faces headwinds as well as opportunities. In the United States, the industry has been under pressure from the expansion of subsidized renewable energy as well as relatively low-cost natural gas resources in recent years. Eight U.S. reactors have prematurely shut down in the past ten years, and others could shut down in the next few years. At the same time, construction was completed and commercial operations began in the second quarter of 2024 on one large reactor and two formerly shutdown reactors have plans to restart.

The IEA projects that global nuclear energy generation will grow substantially in the next three decades. In the IEA’s 2024 World Energy Outlook, nuclear generation is forecasted to grow by 18% by 2030 and 47% by 2040 under the “Stated Policies” scenario. In the “Net Zero Emissions by 2050” scenario, nuclear generation would grow by 41% by 2030 and more than double by 2040.

As a consequence of the March 2011 earthquake and tsunami in Japan, over 60 reactors in Japan and Germany were taken offline, and other countries curtailed or slowed their construction of new reactors or accelerated the retirement of existing plants. In Japan, 14 reactors have restarted and an additional 11 reactors are in the process of restart approval. Due to the war in Ukraine, the EU is encouraging its member countries to reconsider the planned early retirement of existing plants in order to reduce reliance on Russian gas imports.43

39As a consequence of the March 2011 earthquake and tsunami in Japan, over 60 reactors in Japan and Germany were taken offline, and other countries curtailed or slowed their construction of new reactors or accelerated the retirement of existing plants. In Japan, 14 reactors have restarted, and an additional 11 reactors are in the process of restart approval. Due to the war in Ukraine, the EU is encouraging its member countries to reconsider the planned early retirement of existing plants in order to reduce reliance on Russian gas imports.

In October 2020, the DOC reached an agreement with the Russian Federation on an extension of the RSA, a trade agreement that allows for Russian-origin nuclear fuel to be exported to the United States in limited quantities. The two parties agreed to extend the agreement through 2040 and to set aside a significant portion of the quota for Centrus’ shipments to the United States through 2028 to perform under our TENEX Supply Contract. This outcome allowed for sufficient quota for Centrus to continue serving its utility customers and support its investments in building new capacity. Use of this quota is subject to compliance with limitations under the RSA. These limitations include a requirement that we return natural uranium to TENEX for the LEU we receive under the TENEX Supply Contract at approximately the same time that we deliver the LEU to our customers. Our ability to meet this requirement depends on the capacity or willingness of the facilities where natural uranium is supplied to us by customers to allow us to deliver this natural uranium to TENEX. We were notified by one facility that it will no longer receive natural uranium for TENEX. As a result, we will need to rely to a greater extent on deliveries at other processors or explore other options in order to comply with the RSA’s natural uranium delivery requirement.

The war in Ukraine escalated tensions between Russia and the international community. As a result, the United States and other countries imposed, including through the United States’s enactment of the Import Ban Act discussed below, and may continue imposing, additional sanctions, tariffs, and export controls against certain Russian products, services, organizations, and/or individuals. Such additional restrictions could affect our ability to purchase, take delivery of, transport, or re-sell Russian uranium enrichment, engage in transactions with TENEX, or implement the TENEX Supply Contract, which would have a negative material impact on our business. Further, tariffs or sanctions by the United States, Russia or other countries may impact our ability and the cost to transport, export, import, take delivery, or make payments related to the LEU we purchase and may require us to increase purchases from non-Russian sources to the extent available. For example, due to restrictions imposed by Canada on the ability of Canadian persons and entities to provide ocean transportation services to Russia, a permit is required for our shipper, a Canadian company, to transport the LEU that we procure under the TENEX Supply Contract to the United States. A Canadian permit issued to our shipper was extended to March 2027, but for so long as the sanctions remain in place, the shipper will require further extensions beyond the ~~current~~expiration ~~validity~~ of the permit for continued shipments of LEU imports.

In response to the war in Ukraine, on May 13, 2024, the Import Ban Act was enacted. This law bans imports of LEU from Russia into the U.S. beginning August 11, 2024, subject to issuance of waivers by the DOE. In accordance with the instructions published by the DOE on May 24, 2024, the Company filed its first waiver request application on May 27, 2024, to permit the importation of LEU already committed for delivery to its U.S. customers in 2024 through 2027. On July 18, 2024, the DOE issued the Company a waiver allowing it to import LEU from Russia for deliveries already committed by the Company to its U.S. customers in years 2024 and 2025. For the years 2026 and 2027, the DOE deferred its decision to an unspecified date closer in time to the deliveries. On June 7, 2024, the Company filed a second waiver request application to allow for importation of LEU from Russia for processing and reexport to the Company's foreign customers. On October 31, 2024, the DOE issued its determination waiving the prohibition of the importation of such material to our foreign customers scheduled in 2025. On December 11, 2024, the Company filed a third waiver request application to allow for importation of LEU from Russia in 2026 and 2027 for use in future sales to our U.S. customers. The U.S. ban on imports of Russian LEU, without the grant of additional timely waivers, would have a negative material impact on our business. Through 2027, well over one-half of the LEU that we expect to deliver to customers was sourced under the TENEX Supply Contract. While we have other sources of supply, they are not sufficient to replace the TENEX supply. It is uncertain whether any waiver would be granted in response to our pending or any potential future applications and, if granted, whether any waiver would be granted in a timely manner for us to benefit from it. 44

OnIn ~~November~~response 14to the war in Ukraine, on May 13, 2024, the ~~government~~U.S enacted the Import Ban Act. This law bans imports of LEU from Russia into the ~~Russian~~U.S. ~~Federation~~beginning ~~passed~~August 11, 2024, subject to issuance of waivers by the ~~Russian~~DOE. ~~Decree~~In accordance with the instructions published by the DOE on May 24, ~~effective~~2024, the Company filed its first waiver request application on May 27, 2024, to permit the importation of LEU already committed for delivery to its U.S. customers in 2024 through ~~December~~2027. 31On July 18, ~~2025~~2024, ~~that~~the ~~rescinded~~DOE ~~TENEX’s~~issued ~~general~~the ~~license~~Company a waiver allowing it to ~~export~~import LEU from Russia for deliveries already committed by the Company to its U.S. customers in years 2024 and 2025. For the ~~United~~years ~~States~~2026 orand 2027, the DOE deferred its decision to ~~entities~~an ~~registered~~unspecified date closer in ~~the~~time ~~United~~to ~~States~~the deliveries. ~~Accordingly~~On August 4, ~~TENEX~~2025, isthe ~~required~~DOE toissued ~~obtain~~the Company a ~~specific~~waiver ~~export~~allowing ~~license~~it ~~from~~to ~~the~~import ~~Russian~~LEU ~~authorities~~from Russia for ~~each~~deliveries ~~shipment~~already committed by the Company to ~~Centrus~~its ~~through~~U.S. ~~2025~~customers in years 2026 and 2027. ~~Except~~On June 7, 2024, the Company filed a second waiver request application to allow for importation of LEU from Russia for processing and reexport to the ~~initial~~Company's ~~delay~~foreign customers. On October 31, ~~TENEX~~2024, ~~has~~the ~~received~~DOE ~~specific~~issued ~~licenses~~its todetermination ~~satisfy~~waiving ~~shipments~~the prohibition of the importation of such material to ~~Centrus~~our foreign customers scheduled in 2025. On December 11, 2024, the ~~regular~~Company ~~course~~filed a third waiver request application to allow for importation of LEU from Russia in 2026 and 2027 for use in future sales to our U.S. customers. The U.S. ban on imports of Russian LEU, without the grant of additional timely waivers, would have a negative material impact on our business. ~~But~~Through ~~Centrus~~2027, ~~has~~well ~~been~~over ~~informed~~one-half of the LEU that ~~there~~we isexpect noto ~~certainty~~deliver to customers was sourced under the TENEX Supply Contract. While we have other sources of supply, they are not sufficient to replace the TENEX supply. It is uncertain whether ~~additional~~any ~~licenses~~waiver ~~will~~would be ~~issued~~granted byin ~~the~~response ~~Russian~~to ~~authorities~~our pending or any potential future applications and, if ~~issued~~granted, whether ~~they~~any ~~will~~waiver would be ~~issued~~granted in a timely manner ~~and~~for ~~not~~us ~~rescinded prior~~ to ~~the~~benefit ~~shipment~~from ~~taking place~~it.

40On November 14, 2024, the government of the Russian Federation passed the Russian Decree, effective through December 31, 2025, that rescinded TENEX’s general license to export LEU to the United States or to entities registered in the United States. Accordingly, TENEX is required to obtain a specific export license from the Russian authorities for each shipment to Centrus through 2025. Except for the initial delay, TENEX has received specific licenses to satisfy shipments to Centrus in the regular course of business. However, Centrus has been informed that there is no certainty whether additional licenses will be issued by the Russian authorities and if issued, whether they will be issued in a timely manner and not rescinded prior to the shipment taking place.

Since the enactment of the Import Ban Act and through the issuance of the Russian Decree, TENEX has continued to implement the TENEX Supply Contract while we pursue waivers from the DOE. However, we do not know what future actions, including in response to the Russian Decree, TENEX might take. If TENEX refuses to make future deliveries or otherwise suspends deliveries for an extended period under the TENEX Supply Contract, our delivery obligations to our customers would be negatively impacted, ~~including~~which would have a material adverse effect on the Company.

On April 15, 2025, the President of the United States signed an Executive Order initiating a Department of Commerce investigation under Section 232 of the Trade Expansion Act of 1962, to determine whether imports of processed critical minerals, including uranium, and their derivative products threaten to impair national security. The Executive Order acknowledges the United States manufacturing and defense industrial bases’ dependence on foreign sources, which are at risk of long-term supply chain issues which may impact the United States’ access to critical minerals. The results of the investigation could result in an imposition of, or increase in tariffs, on these products or other trade restrictions from our international suppliers which could significantly increase our costs and have a material adverse effect on our financial position and results of operations. The administration may impose tariffs before the outcome of the ~~referenced~~ investigation or may decide not to impose tariffs if the outcome of the investigation would justify the imposition of tariffs.

In addition to limitations targeted specifically at imports of LEU, the expanding sanctions imposed by the United States and foreign governments on the mechanisms used to make payments to Russia and to obtain services, including transportation and other services, have increased the risk that implementation of the TENEX Supply Contract may be disrupted in the future. For example, effective January 10, 2025, the U.S. Secretary of the Treasury, made a determination pursuant to section l(a)(i) of Executive Order 14024, to apply certain sanctions to any person determined, pursuant to that section, to operate or have operated in “the energy sector of the Russian Federation economy.” TENEX’s financial institutions have had challenges in accepting payments denominated in U.S. dollars and the Company and TENEX have agreed to delay certain payments under the TENEX Supply Contract as the parties review payment processing options. Additionally, on April 17, 2025, the Office of the United States Trade Representative (“USTR”) released a notice issuing the results of its investigation into China’s dominance in the maritime, logistics, and shipbuilding sectors pursuant to Section 302(a) of the Trade Act of 1974, as amended. The USTR imposed new service fees on Chinese-built vessels entering U.S. ports above certain capacity. Our shipper of Russian LEU from Russia to the U.S. uses ships manufactured in China which happen to be exempt from the new fees under this notice. However, these fees would be significant if they were to be imposed on our shipper of Russian LEU. If the USTR changes its position and does not exempt the type of vessel our shipper uses, then the additional fees imposed on our shipper for docking at U.S. ports would be cost prohibitive and would have a significant impact on our ability to transport Russian LEU and would also have a material adverse effect on our financial position and results of operations. If the U.S. government were to prohibit companies and individuals from engaging in transactions with Rosatom and its subsidiaries, including TENEX, the Company and its suppliers could not implement the TENEX Supply Contract absent a license or other authorization from the sanctioning government. 45

In addition to limitations targeted specifically at imports of LEU, the expanding sanctions imposed by the United States and foreign governments on the mechanisms used to make payments to Russia and to obtain services, including transportation and other services, have increased the risk that implementation of the TENEX Supply Contract may be disrupted in the future. For example, effective January 10, 2025, the U.S. Secretary of the Treasury, made a determination pursuant to section l(a)(i) of Executive Order 14024, to apply certain sanctions to any person determined, pursuant to that section, to operate or have operated in “the energy sector of the Russian Federation economy.” TENEX’s financial institutions have had challenges in accepting payments denominated in U.S. dollars and the Company and TENEX have agreed to delay certain payments under the TENEX Supply Contract as the parties review payment processing options. Additionally, on April 17, 2025, the Office of the United States Trade Representative (“USTR”) released a notice issuing the results of its investigation into China’s dominance in the maritime, logistics, and shipbuilding sectors pursuant to Section 302(a) of the Trade Act of 1974, as amended. The USTR imposed new service fees on Chinese-built vessels entering U.S. ports above certain capacity. Our shipper of Russian LEU from Russia to the U.S. uses ships manufactured in China which happen to be exempt from the new fees under this notice. However, these fees would be significant if they were to be imposed on our shipper. If the USTR changes its position and does not exempt the type of vessel our shipper uses, then the additional fees imposed on our shipper for docking at U.S. ports would be cost prohibitive, would have a significant impact on our ability to transport Russian LEU and would also have a material adverse effect on our financial position and results of operations. If the U.S. government were to prohibit companies and individuals from engaging in transactions with Rosatom and its subsidiaries, including TENEX, the Company and its suppliers could not implement the TENEX Supply Contract absent a license or other authorization from the sanctioning government.

Given all the foregoing, we continue to monitor the situation closely in order to address the potential impact of any new sanctions, or restrictions on the Company or potential tariffs on products it imports or purchases from foreign suppliers and possible mitigation thereof.

For further discussion of these risks and uncertainties, refer to Part I, Item 1A, Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2024 and under Part II, Item 1A, Risk Factors of this Quarterly Report on Form 10-Q.

Operating Results

Our revenue, operating results, and cash flows can fluctuate significantly from quarter to quarter and year to year. Our LEU segment backlog consists primarily of long-term, fixed commitment contracts and contingent sales commitments, and we have visibility on a significant portion of our revenue for 2025-2027.

Our future operating results are subject to uncertainties that could affect results either positively or negatively. Among the factors that could affect our results are the following:

•Our ability to obtain additional waivers to allow us to import LEU from Russia in 2026 and 2027 so that we may continue supplying LEU to our customers, given the enactment of the Import Ban Act in May 2024;

•The ability of TENEX to timely obtain, and the willingness of TENEX to continue to request, additional permits to export LEU from Russia so that we may continue supplying LEU to our customers, given the enactment of the Russian Decree in November 2024;

•Conditions in the LEU and energy markets, including pricing, demand, operations, government restrictions on imports, exports or investments, and regulations of our business and activities and those of our customers, suppliers, contractors, and subcontractors;

•Recently enacted tariffs and sanctions and the potential for additional tariffs, sanctions and other measures that restrict with whom we may transact or affect the importation, cost, sales or purchases of SWU or uranium or goods or services required for the sale, purchase, transportation or delivery of such SWU or uranium;

~~•Our ability to be awarded task orders under any of the HALEU Production Contract, LEU Production Contract or HALEU Deconversion Contract;~~46

•Our ability to be awarded additional task orders under any of the HALEU Production Contract, LEU Production Contract or HALEU Deconversion Contract;

•Insufficient or untimely U.S. government funding and government appropriations to support our IDIQ contracts with the U.S. federal government;

•Regulatory uncertainty from new or rescinded executive orders or new or changes to interpretations of federal regulations;

•Armed conflicts, including the war in Ukraine, government actions and other events or third-party actions that disrupt supply chains, production, transportation, payments, and importation of nuclear materials or other critical supplies or services;

•The availability and terms of additional purchases or sales of SWU and uranium;

•Timing of customer orders, related deliveries, and purchases of LEU or LEU components;

•Costs of and future funding and demand for HALEU;

•Financial market conditions and other factors that may affect pension and benefit liabilities and the value of related assets;

•The outcome of legal proceedings and other contingencies;

•Potential use of cash for strategic or financial initiatives;

•Actions taken by customers and suppliers, including actions that might affect existing contracts;

•The U.S. government’s ability to satisfy its obligations, including supplying government furnished equipment under its agreements with the Company or processing security clearances due to a shutdown or other reasons; and

•Market, international trade, and other conditions impacting Centrus’ customers and the industry.

For further discussion of these uncertainties, refer to Part I, Item 1A, Risk Factors, in our Annual Report on Form 10-K for the year ended December 31, 2024 and under Part II, Item 1A, Risk Factors of this Quarterly Report on Form 10-Q.

Backlog

The Company’s backlog is $3.69 billion and $3.7 billion as of ~~June~~September 30, 2025 and December 31, 2024, respectively, and extends to 2040. The backlog is recognized as revenue in future periods as work is performed or deliveries of SWU and uranium are made.

Our backlog in the LEU segment extends to 2040. As of ~~June~~September 30, 2025 and December 31, 2024, our backlog was approximately $23.70 billion and $2.8 billion, respectively. The backlog is the estimated aggregate dollar amount of revenue for future SWU and uranium deliveries primarily under medium and long-term contracts with fixed commitments and approximately $2.13 billion in contingent LEU sales commitments, with $12.71 billion of the total under definitive agreements and $0.42 billion of the total subject to entering into definitive agreements, in support of potential construction of LEU production capacity at the Piketon, Ohio facility. The contingent sales commitments depend on our ability to secure substantial public and private investment necessary to build new enrichment capacity. The LEU segment backlog also includes approximately $0.2 billion of deferred revenue and advances from customers as of ~~June~~September 30, 2025, whereby customers have made advance payments to be applied against future deliveries. No orders in our backlog are considered at risk related to customer operations. However, these medium and long-term contracts are subject to other significant risks and uncertainties, including existing ~~import~~trade laws and restrictions such as the RSA, ~~which~~Import ~~limits~~Ban ~~imports~~Act, ~~of Russian uranium products into the United States~~ and ~~applies to our sales using material procured under~~ the ~~TENEX~~Russian ~~Supply Contract~~Decree, as well as the potential for additional sanctions and other restrictions affecting the Company or its suppliers, in response to the evolving situation regarding the war in Ukraine.

Our backlog in the Technical Solutions segment extends to 2034. As of both June 30, 2025 and December 31, 2024, our backlog is approximately $0.9 billion. Our backlog includes both funded amounts (services for which funding has been both authorized and appropriated by the customer), unfunded amounts (services for which funding has not been appropriated), and unexercised options in our contracts. If any of our contracts were to be terminated or options not being exercised, our remaining backlog would be reduced by the expected value of the cancelled contracts or forgone options.47

Our backlog in the Technical Solutions segment extends to 2034. As of both September 30, 2025 and December 31, 2024, our backlog is approximately $0.9 billion. Our backlog includes both funded amounts (services for which funding has been both authorized and appropriated by the customer), unfunded amounts (services for which funding has not been appropriated), and unexercised options in our contracts. If any of our contracts were to be terminated or options not being exercised, our remaining backlog would be reduced by the expected value of the cancelled contracts or forgone options.

There is no assurance that the revenues projected will be realized, or, if realized, will result in profits.

Revenue

We have two reportable segments: the LEU segment and the Technical Solutions segment.

Revenue from our LEU segment is derived primarily from the following:

•sales of the SWU component of LEU,

•sales of natural uranium hexafluoride, uranium concentrates or uranium conversion, and

•sales of enriched uranium product that include both the natural uranium hexafluoride and SWU components of LEU.

Our Technical Solutions segment revenue is primarily derived from the production of HALEU under the HALEU Operation Contract with DOE and technical, manufacturing, engineering, and operations services offered to public and private sector customers.

SWU and Uranium Sales

Revenue from our LEU segment accounted for approximately 8160% and 7873% of our total revenue for the three and ~~six~~nine months ended ~~June~~September 30, 2025, respectively. The majority of our customers are domestic and international utilities that operate nuclear power plants, with international sales constituting approximately 37% of revenue from our LEU segment since 2023. Our agreements with electric utilities are primarily medium and long-term fixed-commitment contracts under which our customers are obligated to purchase a specified quantity of the SWU component of LEU from us. Contracts where we sell both the SWU and natural uranium hexafluoride components of LEU to utilities or where we sell natural uranium hexafluoride or uranium concentrates to utilities and other nuclear fuel related companies are generally shorter-term, fixed-commitment contracts. Individual customer orders for the SWU component of LEU fulfilled in the ~~six~~nine months ended ~~June~~September 30, 2025 averaged approximately $12.65 million per order. As a result, a relatively small shift in the timing of customer orders for LEU may cause significant variability in our operating results period over period.

Utility customers, in general, have the option to make payment but defer receipt of SWU and uranium products purchased from Centrus beyond the contractual sale period, resulting in the deferral of revenue recognition and related costs. Refer to Note 2, Revenue and Contracts with Customers, of the Consolidated Financial Statements for further details.

Our financial performance over time can be affected significantly by changes in prices for SWU and natural uranium hexafluoride. Market prices for SWU and uranium significantly declined from 2011 until mid-2018, when they began to trend upward. More recently, market uncertainty in the wake of the war in Ukraine has driven SWU and natural uranium hexafluoride prices sharply higher. Since our backlog includes contracts awarded to us in previous years, the average SWU price billed to customers typically lags published price indicators by several years. Revenue in our LEU business varies based upon the timing of customer contracts. The pricing of deliveries varies depending upon the market conditions at the time the contract was signed and may not reflect current market prices.

The Import Ban Act, which bans the importation of LEU from Russia, may severely limit importation through 2027, unless we are successful in securing waivers for 2026 and 2027, and will cut off supply of LEU from Russia after 2027. Notwithstanding our ability to obtain waivers under the Import Ban Act, the Russian Decree, which prohibits the exportation of Russian LEU from Russia unless TENEX secures a permit for each shipment, may severely limit exportation of LEU from Russia through December 31, 2025. This has drawn attention to the potential for significant tightening of supplies in the market. Russian enrichment plants represent 44% of the world’s capacity, and Russian capacity significantly exceeds its domestic needs. According to data from the WNA, the annual enrichment requirements of reactors worldwide outside of Russia vastly exceeds the available supply of non-Russian enrichment, which potentially threatens the viability of some reactors, including those in the United States. While inventories and increased production at non-Russian plants may partially mitigate the shortfall, these options would not fully replace Russian supply. Deployment of new capacity ultimately could replace Russian enrichment, but this capacity will take a number of years and significant funding from private and/or government sources to come online. Centrus is seeking public and private funding to deploy new production capacity at its Piketon, Ohio, plant to help meet the need for new, domestic supplies of enriched uranium.48

44The Import Ban Act, which bans the importation of LEU from Russia, may severely limit importation through 2027, unless we are successful in securing additional waivers for 2026 and 2027, and will cut off supply of LEU from Russia after 2027. Notwithstanding our ability to obtain waivers under the Import Ban Act, the Russian Decree, which prohibits the exportation of Russian LEU from Russia unless TENEX secures a permit for each shipment, may severely limit exportation of LEU from Russia through December 31, 2025. This has drawn attention to the potential for significant tightening of supplies in the market. Russian enrichment plants represent 43% of the world’s capacity, and Russian capacity significantly exceeds its domestic needs. According to data from the WNA, the annual enrichment requirements of reactors worldwide outside of Russia vastly exceeds the available supply of non-Russian enrichment, which potentially threatens the viability of some reactors, including those in the United States. While inventories and increased production at non-Russian plants may partially mitigate the shortfall, these options would not fully replace Russian supply. Deployment of new capacity ultimately could replace Russian enrichment, but this capacity will take a number of years and significant funding from private and/or government sources to come online. Centrus is seeking public and private funding to deploy new production capacity at its Piketon, Ohio plant to help meet the need for new, domestic supplies of enriched uranium.

The following chart summarizes SWU long-term price and SWU and UF6 spot price indicators, as published by TradeTech, LLC in Nuclear Market Review:

SWU and Uranium Market Price Indicators*

* Source: Nuclear Market Review, a TradeTech publication, www.uranium.info

Our contracts with customers are denominated primarily in U.S. dollars, and, although revenue has not been materially affected by changes in the foreign exchange rate of the U.S. dollar, we may have a competitive price advantage or disadvantage in obtaining new contracts in a competitive bidding process depending upon the weakness or strength of the U.S. dollar. Under a customer contract that commenced deliveries in 2023, payments are denominated in euros, and subject to exchange rate risk. Costs of our primary competitors are denominated in other currencies. Our contracts with suppliers are primarily denominated in U.S. dollars. We have a SWU supply agreement, that commenced in 2023, with prices payable in a combination of U.S. dollars and euros but with a contract-defined exchange rate.

On occasion, we accept payment for SWU in the form of natural uranium hexafluoride. Revenue from the sale of SWU under such contracts is recognized at the time LEU is delivered and is based on the fair value of the natural uranium hexafluoride at contract inception, or as the quantity of natural uranium hexafluoride is finalized, if variable.

45Cost of sales for SWU and uranium is based on the amount of SWU, natural uranium hexafluoride and uranium concentrate sales delivered during the period and unit inventory costs, which are determined using the average cost method. Changes in purchase costs have an effect on inventory costs and cost of sales. Cost of sales includes costs for inventory management at off-site licensed locations as well as certain legacy costs related to former employees of the Portsmouth GDP and Paducah GDP.

Cost of sales for SWU and uranium is based on the amount of SWU and uranium hexafluoride sold and delivered during the period and unit inventory costs, which are determined using the average cost method. Changes in purchase costs have an effect on inventory costs and cost of sales. Cost of sales includes costs for inventory management at off-site licensed locations, as well as, certain legacy costs related to former employees of the Portsmouth GDP and Paducah GDP.

Technical Solutions

Our Technical Solutions segment reflects our technical, manufacturing, engineering, and operations services offered to public and private sector customers, including the American Centrifuge engineering, procurement, construction, manufacturing, and operations services being performed under the HALEU Operation Contract. Subject to the availability of sufficient funding and off-take commitments, our goal is to expand our uranium enrichment capacity to meet the full range of U.S. government and commercial requirements for enriched uranium. With our government and private sector customers, we seek to leverage our domestic enrichment experience as well as our engineering know-how and precision manufacturing facility to assist customers with a range of engineering, design, and advanced manufacturing projects, including the production of fuel-related components for next-generation nuclear reactors and the development of related facilities. We continue to invest in advanced technology because of the potential for future growth into new areas of business for the Company, while also preserving our unique workforce at our Technology and Manufacturing Center in Oak Ridge, Tennessee, and our production facility near Piketon, Ohio.

4650

Results of Operations

Segment Information

The following tables present elements of the accompanying Consolidated Statements of Operations and Comprehensive Income that are categorized by segment (dollar amounts in millions):

Three Months Ended ~~June~~September 30, 2025 Compared with Three Months Ended ~~June~~September 30, 2024

	Three Months Ended June 30,
	Three Months Ended September 30,
	2025		2024		$ Change		% Change
LEU segment
Revenue:
SWU revenue	$	~~125~~10.7	$	~~139~~34.78	$	(1424.01)	(1069)	%
Uranium revenue	—34.1		~~29.9~~—		~~(29~~34.9)1		~~(100)~~n/a	%
Total	~~125~~44.78		~~169~~34.68		~~(43~~10.9)0		~~(26)~~29	%
Cost of sales	7552.06		~~136~~29.6		~~(61~~23.6)0		~~(45)~~78	%
Gross profit	$	50.7	$	33.0	$	17.7	54	%
Gross profit (loss)	$	(7.8)	$	5.2	$	(13.0)	(250)	%
Technical Solutions segment
Revenue	$	2830.81	$	1922.49	$	97.42	4831	%
Cost of sales	2526.6		1519.92		9.7.4		6139	%
Gross profit	$	3.25	$	3.57	$	(0.32)	(95)	%
Total
Revenue	$	~~154~~74.59	$	~~189~~57.07	$	~~(34~~17.5)2	~~(18)~~30	%
Cost of sales	~~100~~79.62		~~152~~48.58		~~(51~~30.9)4		~~(34)~~62	%
Gross profit	$	53.9	$	36.5	$	17.4	48	%
Gross profit (loss)	$	(4.3)	$	8.9	$	(13.2)	(148)	%

Revenue

Revenue from the LEU segment was $~~125~~44.78 million and $~~169~~34.68 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, aan ~~decrease~~increase of $4310.90 million (or 2629%). ~~Uranium~~The ~~revenue~~Company ~~decreased~~had byuranium revenue of $2934.91 million asfor athe ~~result~~three ofmonths aended ~~decrease~~September in30, ~~the volume of uranium sold~~2025. SWU revenue decreased by $1424.01 million as a result of a 2769% decrease in the ~~volume of SWU sold, partially offset by a 24% increase in the~~ average price of SWU sold.

Revenue from the Technical Solutions segment was $2830.81 million and $1922.49 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $97.42 million (or 4831%). The increase in revenue is primarily attributable to a $97.13 million increase in revenue generated by the HALEU Operation Contract, while the remaining ~~increase~~change is related to other contracts. Revenue from the HALEU Operation Contract is recorded on a cost-plus-incentive-fee basis and includes a target fee for ~~Phase~~Phases 2 and 3 of the contract.

Cost of Sales

Cost of sales for the LEU segment was $7552.06 million and $~~136~~29.6 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, aan ~~decrease~~increase of $6123.60 million (or 4578%). ~~SWU~~Uranium costs ~~decreased~~increased primarily as a result of aan ~~27%~~increase ~~decrease~~ in the volume of ~~SWU~~uranium sold. ~~and an 8% decrease in the average unit cost of~~ SWU ~~sold. Uranium~~ costs decreased ~~primarily~~ as a result of a 41% decrease in the ~~volume~~average unit cost of ~~uranium~~SWU sold. Cost of sales for ~~both~~ the three months ended ~~June~~September 30, 2025 and 2024, included $10.5 million and $1.9 million, respectively, for the revaluation of inventory loans.

4751

Cost of sales for the Technical Solutions segment was $2526.6 million and $1519.92 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $9.7.4 million (or 6139%). The increase is primarily attributable to aan $98.75 million increase in costs incurred under the HALEU Operation Contract, while the remaining change is attributable to other contracts.

Gross Profit (Loss)

Gross profit (loss) for the LEU segment ~~was~~netted to a loss of $~~50.~~7.8 million and profit of $335.02 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, ana ~~increase~~decrease of $1713.70 million (or 54250%). LEU customers generally have multi-year contracts that carry annual purchase commitments, not quarterly commitments. The gross profit in our LEU business varies based upon the timing of those contracts. The pricing applied to deliveries varies depending upon the market conditions at the time the contract was signed. The ~~increase~~decrease for the three months ended ~~June~~September 30, 2025 was primarily due to the composition of contracts in the current quarter, compared to the prior quarter.

Gross profit for the Technical Solutions segment was $3.25 million and $3.57 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, a decrease of $0.32 million (or 95%). The decrease was primarily attributable to the factors discussed above. Because of the delay in completing Phase 2 of the HALEU Operation Contract, ~~in November 2024,~~ DOE extended the Phase 2 period of performance tothrough ~~June~~October 3031, 2025. Costs incurred subsequent to ~~the~~November ~~extension~~2024 have not yet been subject to a fee as this portion of Phase 2 remains undefinitized and is subject to negotiation.

~~Six~~Nine Months Ended ~~June~~September 30, 2025 Compared with ~~Six~~Nine Months Ended ~~June~~September 30, 2024

	Six Months Ended June 30,
	Nine Months Ended September 30,
	2025		2024		$ Change		% Change
LEU segment
Revenue:
SWU revenue	$	~~177~~187.07	$	~~163~~198.31	$	13(10.74)	8(5)	%
Uranium revenue	—34.1		29.9		~~(29~~4.9)2		~~(100)~~14	%
Total	~~177~~221.08		~~193~~228.20		(166.2)		(83)	%
Cost of sales	95147.17		~~159~~189.73		(6441.6)		(4022)	%
Gross profit	$	8174.91	$	3338.57	$	4835.4	~~144~~91	%
Technical Solutions segment
Revenue	$	5080.67	$	3962.54	$	1118.13	2829	%
Cost of sales	4572.73		3251.24		1320.59		4241	%
Gross profit	$	48.94	$	711.30	$	(2.46)	(3324)	%
Total
Revenue	$	~~227~~302.65	$	~~232~~290.74	$	(512.1)	~~(2)~~4	%
Cost of sales	~~140~~220.80		~~191~~240.97		(5120.17)		(279)	%
Gross profit	$	8682.85	$	4049.87	$	4632.08	~~113~~66	%

Revenue

Revenue from the LEU segment was $~~177~~221.08 million and $~~193~~228.20 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, a decrease of $166.2 million (or 83%). ~~Uranium~~SWU revenue decreased by $2910.94 million as a result of a 11% decrease in the volume of ~~uranium~~SWU sold., ~~SWU~~partially ~~revenue~~offset ~~increased~~ by ~~$13.7 million as~~ a ~~result of a 24~~7% increase in the average price of SWU sold,. ~~partially~~Uranium ~~offset~~revenue increased by a$4.2 ~~12% decrease in the volume of SWU sold~~million.

4852

Revenue from the Technical Solutions segment was $5080.67 million and $3962.54 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $1118.13 million (or 2829%). The increase in revenue is primarily attributable to a $1118.04 million increase in revenue generated by the HALEU Operation Contract, while the remaining ~~increase~~change is related to other contracts. Revenue from the HALEU Operation Contract is recorded on a cost-plus-incentive-fee basis and includes a target fee for ~~Phase~~Phases 2 and 3 of the contract.

Cost of Sales

Cost of sales for the LEU segment was $95147.17 million and $~~159~~189.73 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, a decrease of $6441.6 million (or 4022%). SWU costs decreased as a result of a 2225% decrease in the average unit cost of SWU sold and a 1211% decrease in the volume of SWU sold. Uranium costs ~~decreased~~increased ~~primarily~~for asthe anine ~~result~~months ofended aSeptember ~~decrease~~30, ~~in the volume of uranium sold~~2025. Cost of sales for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, included $34.61 million and $13.87 million, respectively, for the revaluation of inventory loans.

Cost of sales for the Technical Solutions segment was $4572.73 million and $3251.24 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $1320.59 million (or 4241%). The increase is primarily attributable to a $1322.83 million increase in costs incurred under the HALEU Operation Contract, partially offset by a decrease in costs related to other contracts.

Gross Profit

Gross profit for the LEU segment was $8174.91 million and $3338.57 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $4835.4 million (or ~~144~~91%). LEU customers generally have multi-year contracts that carry annual purchase commitments, not quarterly commitments. The gross profit in our LEU business varies based upon the timing of those contracts. The pricing applied to deliveries varies depending upon the market conditions at the time the contract was signed. The increase for the ~~six~~nine months ended ~~June~~September 30, 2025 was due to the composition of contracts in the period.

Gross profit for the Technical Solutions segment was $48.94 million and $711.30 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, a decrease of $2.46 million (or 3324%). The decrease was primarily attributable to the factors discussed above. Because of the delay in completing Phase 2 of the HALEU Operation Contract, ~~in November 2024,~~ DOE extended Phase 2 tothrough ~~June~~October 3031, 2025. Costs incurred subsequent to ~~the~~November ~~extension~~2024 have not yet been subject to a fee as this portion of Phase 2 remains undefinitized and is subject to negotiation.

4953

Non-Segment Information

The following tables present elements of the accompanying Consolidated Statements of Operations and Comprehensive Income that are not categorized by segment (dollar amounts in millions):

Three Months Ended ~~June~~September 30, 2025 Compared with Three Months Ended ~~June~~September 30, 2024

	Three Months Ended June 30,
	Three Months Ended September 30,
	2025		2024		$ Change		% Change
Gross profit	$	53.9	$	36.5	$	17.4	48	%
Gross profit (loss)	$	(4.3)	$	8.9	$	(13.2)	(148)	%
Advanced technology costs	31.37		4.1		(02.84)		(2059)	%
Selling, general and administrative	98.29		79.16		2(0.17)		30(7)	%
Stock compensation	4.2		0.5		3.7		740	%
Equity-related compensation	0.6		0.4		0.2		50	%
Amortization of intangible assets	31.71		32.74		—(1.3)		—(54)	%
Operating loss	33(16.56)		21(7.16)		12(9.40)		59(118)	%
Nonoperating components of net periodic benefit loss (income)	1.0		(16.3)		17.3		106	%
Nonoperating components of net periodic benefit loss	1.0		0.8		0.2		25	%
Interest expense	3.14		0.31		23.83		~~933~~3,300	%
Investment income	(812.09)		(2.46)		(510.63)		(~~233~~396)	%
Income before income taxes	37.4		39.5		(2.1)		(5)	%
Other income, net	(0.1)		—		(0.1)		n/a
Income tax benefit	8.5		8.9		(0.4)		(4)	%
Loss before income taxes	(8.0)		(5.9)		(2.1)		(36)	%
Net income and comprehensive income	$	28.9	$	30.6	$	(1.7)	(6)	%
Income tax benefit	(11.9)		(0.9)		(11.0)		(1,222)	%
Net income (loss) and comprehensive income (loss)	$	3.9	$	(5.0)	$	8.9	178	%

~~Selling,~~Advanced ~~General~~Technology ~~and Administrative~~Costs

~~Selling,~~Advanced ~~general~~technology ~~and administrative~~ costs were $91.27 million and $74.1 million for the ~~six~~three months ended ~~June~~September 30, 2025 and 2024, respectively, ana ~~increase~~decrease of $2.14 million (or 3059%). ~~This~~Advanced ~~increase~~technology ~~was~~costs ~~due~~consist ~~primarily~~of toAmerican anCentrifuge ~~increase~~work and related expenses that are outside of our customer contracts in ~~marketing~~the ~~costs~~Technical Solutions segment, including bid and proposal activities and work to improve our enrichment capability.

Stock Compensation

Stock compensation expense was $4.2 million and $0.5 million for the six months ended June 30, 2025 and 2024, respectively, an increase of $3.7 million (or 740%). This increase was primarily as a result of a non-cash charge of $3.6 million due to the reclassification of certain Board restricted stock unit grants from equity to liability.

Nonoperating Components of Net Periodic Benefit Loss (Income)

Nonoperating components of net periodic benefit loss (income) netted to a loss of $1.0 million and income of $16.3 million for the three months ended June 30, 2025 and 2024, respectively, a change of $17.3 million (or 106%). The change is primarily due to the $16.6 million remeasurement gain driven by the partial annuitization of two pension plans in May 2024. The remaining change is primarily related to the expected return on plan assets, partially offset by interest cost as the discounted present value of benefit obligations nears payment, as described in Note 8, Pension and Postretirement Health and Life Benefits of the Consolidated Financial Statements.

Interest Expense

Interest expense was $3.14 million and $0.31 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $23.83 million (or ~~933~~3,300%). This increase was due primarily to interest incurred on the 2.25% Convertible Notes issued in November 2024 and on the 0% Convertible Notes issued in August 2025.

Investment Income

Investment income was $812.09 million and $2.46 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $510.63 million (or ~~233~~396%). The Company’s investment income represents interest earned on operating cash, which is primarily held in money market accounts. The increase was due primarily to a higher cash balance driven by the proceeds from the issuance of the 2.25% Convertible Notes ~~issued~~ in November 2024 and the issuance of the issuance of the 0% Convertible Notes in August 2025.

~~Net Income and Comprehensive Income~~54

~~Net~~Income ~~income~~Tax was $28.9 million and $30.6 million for the three months ended June 30, 2025 and 2024, respectively, a decrease of $1.7 million (or 6%). The decrease was primarily attributable to an increase in net nonoperating expenses of $14.5 million, driven by a change of $17.3 million in nonoperating components of net periodic benefit expense and an increase of $3.7 million in stock compensation. This was partially offset by an increase of $17.4 million in gross profit, as discussed above. Benefit

~~Six~~Income ~~Months~~tax ~~Ended~~benefit ~~June~~was $11.9 million and $0.9 million in the three months ended September 30, 2025 ~~Compared~~and ~~with~~2024, ~~Six~~respectively, ~~Months~~an ~~Ended~~increase ~~June~~of $11.0 million (or 1,222%). Income tax benefit for both periods resulted from applying the annual effective tax rate to the quarterly income from continuing operations adjusted for discrete items. In addition, a decrease to the federal tax valuation allowance of $10.2 million was recorded during the three months ended September 30, 2025. For more information about the valuation allowance, see Note 14, Income Taxes, in our Consolidated Financial Statements on Form 10-K for the year ended December 31, 2024.

	Six Months Ended June 30,
	2025		2024		$ Change		% Change
Gross profit	$	86.8	$	40.8	$	46.0	113	%
Advanced technology costs	6.3		9.8		(3.5)		(36)	%
Selling, general and administrative	17.0		15.0		2.0		13	%
Stock compensation	4.7		0.7		4.0		571	%
Amortization of intangible assets	4.8		4.8		—		—	%
Operating income	54.0		10.5		43.5		414	%
Nonoperating components of net periodic benefit loss (income)	1.9		(16.2)		18.1		112	%
Interest expense	6.5		0.7		5.8		829	%
Investment income	(15.3)		(5.2)		(10.1)		(194)	%
Extinguishment of long-term debt	(11.8)		—		(11.8)		n/a
Other expense, net	0.1		0.1		—		—	%
Income before income taxes	72.6		31.1		41.5		133	%
Income tax expense	16.5		6.6		9.9		150	%
Net income and comprehensive income	$	56.1	$	24.5	$	31.6	129	%

Net Income (Loss) and Comprehensive Income (Loss)

Net income (loss) netted to income of $3.9 million and a loss of $5.0 million for the three months ended September 30, 2025 and 2024, respectively, an increase of $8.9 million (or 178%). The increase was primarily attributable to an increase in income tax benefit of $11.0 million, a decrease in net nonoperating expenses of $6.9 million, driven by an increase of $10.3 million in investment income, and a decrease of $2.4 million in advanced technology costs. This was partially offset by a decrease of $13.2 million in gross profit, as discussed above.

Nine Months Ended September 30, 2025 Compared with Nine Months Ended September 30, 2024


	Nine Months Ended September 30,
	2025		2024		$ Change		% Change
Gross profit	$	82.5	$	49.7	$	32.8	66	%
Advanced technology costs	8.0		13.9		(5.9)		(42)	%
Selling, general and administrative	25.9		24.6		1.3		5	%
Equity-related compensation	5.3		1.1		4.2		382	%
Amortization of intangible assets	5.9		7.2		(1.3)		(18)	%


Operating income	37.4		2.9		34.5		1,190	%
Nonoperating components of net periodic benefit loss (income)	2.9		(15.4)		18.3		119	%
Interest expense	9.9		0.8		9.1		1,138	%
Investment income	(28.2)		(7.8)		(20.4)		(262)	%
Extinguishment of long-term debt	(11.8)		—		(11.8)		n/a
Other expense, net	—		0.1		(0.1)		(100)	%
Income before income taxes	64.6		25.2		39.4		156	%
Income tax expense	4.6		5.7		(1.1)		(19)	%
Net income and comprehensive income	$	60.0	$	19.5	$	40.5	208	%

Advanced Technology Costs

Advanced technology costs were $68.30 million and $913.89 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, a decrease of $3.5.9 million (or 3642%). Advanced technology costs consist of American Centrifuge work and related expenses that are outside of our customer contracts in the Technical Solutions segment, including bid and proposal activities and work to improve our ~~centrifuge~~enrichment ~~manufacturing~~ capability.

5155

~~Selling,~~Equity-Related ~~General and Administrative~~Compensation

~~Selling,~~Equity-related ~~general~~compensation ~~and~~expense ~~administrative~~was ~~costs were~~ $175.03 million and $151.01 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $24.02 million (or 13382%). This increase was ~~due~~ primarily as a result of a non-cash charge of $3.6 million due to anthe ~~increase~~reclassification inof ~~marketing~~certain ~~costs~~Board restricted stock unit grants from equity to liability.

Stock Compensation

Stock compensation expense was $4.7 million and $0.7 million for the six months ended June 30, 2025 and 2024, respectively, an increase of $4.0 million (or 571%). This increase was primarily as a result of a non-cash charge of $3.6 million due to the reclassification of certain Board restricted stock unit grants from equity to liability.

Nonoperating Components of Net Periodic Benefit Loss (Income)

Nonoperating components of net periodic benefit loss (income) netted to a loss of $12.9 million and income of $1615.24 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, a change of $18.13 million (or ~~112~~119%). The change is primarily due to the $16.68 million remeasurement gain driven by the partial annuitization of two pension plans in May 2024. The remaining change is primarily related to the expected return on plan assets, partially offset by interest cost as the discounted present value of benefit obligations nears payment, as described in Note 8, Pension and Postretirement Health and Life Benefits of the Consolidated Financial Statements.

Interest Expense

Interest expense was $69.59 million and $0.78 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $59.81 million (or ~~829~~1,138%). This increase was due primarily to interest incurred on the 2.25% Convertible Notes issued in November 2024 and on the 0% Convertible Notes issued in August 2025.

Investment Income

Investment income was $1528.32 million and $57.28 million for the three months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $1020.14 million (or ~~194~~262%). The Company’s investment income represents interest earned on operating cash, which is primarily held in money market accounts. The increase was due primarily to a higher cash balance driven by the proceeds from the issuance of the 2.25% Convertible Notes ~~issued~~ in November 2024 and the issuance of the issuance of the 0% Convertible Notes in August 2025.

Extinguishment of Long-Term Debt

Pursuant to ~~the~~ a redemption notice, on March 26, 2025, the Company redeemed all 8.25% Notes at a redemption price equal to 100% of the principal amount, together with any accrued and unpaid interest. The Company recorded a gain of $11.8 million related to the extinguishment of the 8.25% Notes in the ~~six~~nine months ended ~~June~~September 30, 2025.

Income Tax Expense

Income tax expense was $16.5 million and $6.6 million in the six months ended June 30, 2025 and 2024, respectively, an increase of $9.9 million (or 150%). Income tax expense for both periods resulted from applying the annual effective tax rate to the quarterly income from continuing operations adjusted for discrete items. For more information about the valuation allowance, see Note 14, Income Taxes, in our Consolidated Financial Statements on Form 10-K for the year ended December 31, 2024.

Net Income and Comprehensive Income

Net income was $5660.10 million and $2419.5 million in the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively, an increase of $3140.65 million (or ~~129~~208%). The increase was primarily attributable to an increase of $4632.08 million in gross profit, as discussed above, an increase of $20.4 million in investment income, and a gain of $11.8 million on the extinguishment of long-term debt~~, and an increase of $10~~.1 ~~million in investment income.~~ This was partially offset by an increase of $18.13 million in nonoperating components of net periodic benefit expense, ~~an increase of $9.9 million in income tax expense,~~ and an increase of $59.81 million in interest expense.

5356

Liquidity and Capital Resources

As of ~~June~~September 30, 2025, the Company had a consolidated cash and cash equivalents balance of $~~833~~1.~~0 million. In addition, the Company had $11.2 million of restricted cash related to one of three initial inventory loans, which required a cash deposit into an escrow fund. In May 2025, $18.~~6 ~~million of the restricted cash was released from escrow, following the repayment of two of the three inventory loans in March 2025~~billion. In July 2025, the remaining $11.2 million of the restricted cash was released from escrow, following the repayment of the last of the three inventory loans in June 2025. See Note 3, Cash, Cash Equivalents, and Restricted Cash of the Consolidated Financial Statements. The Company anticipates having adequate liquidity to support our business operations for at least the next 12 months from the date of this Quarterly Report on Form 10-Q. Our view of liquidity is dependent on, among other things, conditions affecting our operations, including market, international trade restrictions, sanctions and other conditions, the impact of the May 2024 enactment of the Import Ban Act and our ability to obtain additional waivers thereunder, the impact of the November 2024 Russian Decree and the ability of TENEX to secure export licenses thereunder, the level of expenditures and government funding for our services contracts, and the timing of customer payments. Liquidity requirements for our existing operations are affected primarily by the timing and amount of customer sales and our inventory purchases.

Cash resources and net sales proceeds from our LEU segment fund technology costs that are outside of our customer contracts in the Technical Solutions segment and general corporate expenses, including cash interest payments on our debt. We believe our investment in advanced U.S. uranium enrichment technology will position the Company to meet the needs of our customers as they deploy advanced reactors and require next generation fuels.

On November 10, 2022, the Company was awarded the HALEU Operation Contract. The HALEU Operation Contract provides for a 50/50 cost-share contract for Phase 1 of the base contract to complete the cascade, begin operations and produce the initial, small quantity demonstration HALEU. Phase 2 includes continued operations and maintenance on a cost-plus-incentive-fee basis. Finally, the HALEU Operation Contract includes options for the government to unilaterally extend performance for up to an additional nine years comprised of three options of three years each, also on a cost-plus-incentive-fee basis. The Company also is performing additional work on infrastructure and facility repairs and costs associated with 5B Cylinder refurbishment under either the DOE Contracting Officer’s approval or contract modifications. OnThe ~~November~~DOE 5,extended ~~2024,~~ the HALEU Operation Contract Phase 2 period of performance ~~was~~through ~~extended~~October 31, 2025 to ~~June~~allow ~~30,~~the ~~2025~~Company to complete outstanding change orders. ~~DOE~~As ~~has~~of ~~increased~~September 30, 2025, the Phase 2 contract value and related funding tois approximately $~~169~~170.1 million. On June 17, 2025, the DOE exercised Option 1a of Phase 3 of the HALEU Operation Contract ~~and~~with ~~extended~~a ~~the~~ period of performance toextending through June 30, 2026. Option 1a of Phase 3 of the HALEU Operation Contract has a contract value and related funding of $108.2 million. The Company’s goal is to modularly scale up the facility as demand for HALEU grows in the commercial and government sectors, subject to the availability of funding and/or contracts to purchase the output of the plant.

Although the Company believes demand for HALEU will emerge over the next several years, there are no guarantees about whether or when government or commercial demand for HALEU will materialize, and there are a number of technical, regulatory, and economic hurdles that must be overcome for these fuels and the reactors that will use these fuels to come to market. For further discussion, refer to Part I, Item 1A, Risk Factors, in our Annual Report on Form 10-K for the year ended December 31, 2024 and under Part II, Item 1A, Risk Factors of this Quarterly Report on Form 10-Q.

If funding by the U.S. government of gas centrifuge technology is reduced or discontinued, or we are not awarded a future DOE contract to continue to operate the cascade or expand it, such actions may have a material adverse impact on our ability to deploy the American Centrifuge technology and on our liquidity. If funding under U.S. federal government programs or contracts and subcontracts, including under the HALEU Operation Contract, HALEU Deconversion Contract, HALEU Production Contract or LEU Production Contract, is delayed, reduced or terminated, as a result of the changes in the prevailing policies and budgetary priorities of the incumbent administration or otherwise, it could have a material adverse impact on our operations, including our ability to deploy the American Centrifuge technology.

5457

Further, any sanctions or other restrictions, including the Import Ban Act banning LEU imports from Russia and the Russian Decree prohibiting LEU exports out of Russia in the absence of a license, represent a significant risk to our business as we rely on the TENEX Supply Contract as a significant supply source to meet our delivery obligations. Such restrictions on LEU imports to the U.S. or exports from Russia could have a material impact on our operations and liquidity. For further discussion, please see Part I, Item 1A, Risk Factors and under Part II, Item 1A, Risk Factors of this Quarterly Report on Form 10-Q.

~~Pursuant~~We expect to aincrease ~~redemption~~our ~~notice,~~capital onexpenditures ~~March~~by ~~26,~~approximately ~~2025~~several hundred million, ~~the~~driven ~~Company~~by ~~redeemed~~ongoing ~~all~~investments 8and a strategic shift towards our Manufacturing Readiness plan and Ohio expansion.~~25%~~ ~~Notes~~This atis asupported ~~redemption~~by ~~price~~our ~~equal~~strong toliquidity ~~100%~~position, ofthough ~~the~~we ~~principal~~are ~~amount~~monitoring ~~together~~inflationary ~~with~~pressures ~~any~~that ~~accrued~~may ~~and~~affect ~~unpaid~~the ~~interest~~cost of materials and equipment. AsThere ofare ~~June 30,~~no ~~2025,~~guarantees ~~none~~about ofwhether or when funding by the ~~8.25%~~DOE ~~Notes~~for ~~remained~~such ~~outstanding~~expansion would be awarded.

~~Capital~~Expansion ~~expenditures~~ of ~~approximately~~Uranium ~~$44.7~~Enrichment ~~million~~Capacity ~~are~~in ~~anticipated~~Piketon, ~~over the next 12 months.~~Ohio

On September 25, 2025, Centrus announced plans for a major expansion of its uranium capacity in Piketon, Ohio, including plans for large-scale production of both LEU and HALEU to meet commercial and government requirements. The ultimate size and scale of this expansion depends on several factors, including upon federal funding decisions by the DOE - including potential funding for LEU enrichment, HALEU enrichment, HALEU deconversion, and national security - but a large-scale expansion would represent a multi-billion dollar private and public investment to expand Centrus’ uranium enrichment capacity.

Expansion of Manufacturing Capacity in Oak Ridge

On November 20, 2024, the Company announced the resumption of centrifuge manufacturing activities and expanding its manufacturing capacity at our facility in Oak Ridge, Tennessee. At the same time, the Company announced the investment of approximately $60.0 million over an 18 month period to lay the groundwork to support athe ~~potential~~planned large-scale expansion of uranium enrichment in Piketon, Ohio.

Clean Energy Credit

On October 18, 2024, the Company submitted an application for a clean energy manufacturing and recycling project associated with re-equipping our manufacturing property at our manufacturing facility in Oak Ridge. This would recreate a viable enrichment supply chain and allow ACO to manufacture centrifuge parts to be used in centrifuge machines to enrich uranium. Our application requested an allocation of $62.4 million based on a qualified investment in eligible property of $208.0 million made by Centrus. On January 10, 2025, the Company was informed that the IRS granted our request for a $62.4 million credit allocation for this facility. Centrus now has two years from that date to provide evidence that the requirements of the credit have been met thus certifying our credit allocation. Upon certification of our credit allocation, the Company then has two years from that date to notify the DOE that the qualified investment in eligible property is placed in service to receive the credit allocation.

Section 6418 was added to the Internal Revenue Code as part of the IRA and allows certain eligible taxpayers to elect to transfer certain clean energy tax credits to unrelated taxpayers for cash rather than use the credits to offset their U.S. federal income tax liability. The Company expects that we will be able to monetize all credit allocations received from §48C by transferring them to unrelated taxpayers for cash. It is unclear how the January 20, 2025 Executive Order 14154 will impact the IRS determination regarding our application request.

Defined Benefit Pension Plans

On May 28, 2024, the Company entered into an agreement with an insurer for two of its defined benefit plans to purchase a group annuity contract and transferred approximately $234.0 million of its pension plan obligations to the insurer. The purchase of the group annuity contract was funded directly by the assets of the pension plan of approximately $224.0 million. The purchase resulted in a transfer of future benefit obligations and administrative responsibilities for more than 1,000 beneficiaries effective September 1, 2024.

During the third quarter of 2024, the Company transferred $15.4 million of pension plan assets and the related obligations under two participating group annuity contracts to two non-participating group additional agreements for two of its defined benefit plans. The purchase resulted in a transfer of future benefit obligations and administrative responsibilities for more than 400 beneficiaries effective October 1, 2024.

The Company recognized income related to these events of $0.2 million $16.8 million in the three and nine months ended September 30, 2024, respectively, in Nonoperating Components of Net Periodic Benefit Loss (Income) in the Consolidated Statements of Operations.

Potential Transactions

We are also actively considering and expect to consider potential strategic transactions from time to time, which at any given time may be in various stages of discussion, diligence, or negotiation. These could involve, without limitation, acquisitions and/or dispositions of businesses or assets, joint ventures or investments in businesses, products or technologies, or changes to our capital structure. In connection with any such transaction, we would seek to satisfy these needs through a combination of working capital, cash generated from operations, or additional debt or equity financing.

Cash Flow

The change in cash, cash equivalents and restricted cash from our Consolidated Statements of Cash Flows are as follows on a summarized basis (in millions):

	Six Months Ended June 30,
	Nine Months Ended September 30,
	2025		2024
Cash provided by operating activities	$	89.3	$	12.3
Cash provided by (used in) operating activities	$	99.4	$	(20.9)
Cash used in investing activities	(510.71)		(23.4)
Cash provided by financing activities	59841.64		1617.04
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(0.21)		~~(0.1)~~—
Increase in cash, cash equivalents and restricted cash	$	143.0	$	25.8
Increase (decrease) in cash, cash equivalents and restricted cash	$	930.6	$	(6.9)

Operating Activities

For the ~~six~~nine months ended ~~June~~September 30, 2025, net cash provided by operating activities was $8999.34 million. The net increase was primarily due to approximately $~~214~~278.0 million in cash collected from customers and investment income. These cash inflows were partially offset by approximately $~~125~~180.0 million of disbursements for operations, of which approximately $85133.0 million relates to both payments for LEU inventory deliveries and cash outflows for the Technical Solutions segment, with the remaining disbursements being for corporate administration, benefits claims, and advanced technology costs.

56For the nine months ended September 30, 2024, net cash used in operating activities was $20.9 million. The net decrease was primarily due to approximately $262.0 million of disbursements for operations, of which approximately $203.0 million relates to payments for LEU inventory deliveries and cash outflows for the Technical Solutions segment, with the remaining disbursements being for corporate administration, benefits claims, and advanced technology costs. These cash outflows were partially offset by approximately $241.0 million in cash collections, the majority of which were customer collections.

For the six months ended June 30, 2024, net cash provided by operating activities was $12.3 million. The net increase was primarily due to approximately $199.0 million in cash collected from customers, investment income, and reimbursements for postretirement health and life benefits paid by the Company. These cash inflows were partially offset by approximately $187.0 million of disbursements for operations, of which approximately $143.0 million relates to payments for LEU inventory deliveries and cash outflows for the Technical Solutions segment, with the remaining disbursements being for corporate administration, benefits claims, and advanced technology costs.

Investing Activities

Capital expenditures were $510.71 million and $23.4 million for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, respectively.

Financing Activities

For the ~~six~~nine months ended ~~June~~September 30, 2025 ~~and 2024~~, cash of $~~139~~782.94 million ~~and $19.0 million, respectively,~~ was provided from ~~the~~ net proceeds related to the issuance of ~~1,415,924~~the ~~and~~0% ~~451,830~~Convertible ~~shares~~Notes. Refer to Note 6, ~~respectively~~Debt, of ~~Class~~the AConsolidated ~~Common~~Financial ~~Stock~~Statements ~~under~~regarding ~~ATM~~the ~~offerings~~accounting for the 0% Convertible Notes.

Pursuant to the Redemption Notice, on March 26, 2025, the Company redeemed all 8.25% Notes at a redemption price equal to 100% of the principal amount of $74.3 million, together with any accrued and unpaid interest. For the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, ~~payments~~cash of $3139.57 million and $323.14 million, respectively, ofwas ~~interest~~provided ~~classified~~from asthe ~~debt~~net ~~are~~proceeds ~~classified~~related asto athe ~~financing~~issuance ~~activity.~~of ~~Refer~~1,415,924 toand ~~Note~~567,491 6shares, ~~Debt~~respectively, of ~~the~~Class ~~Consolidated~~A ~~Financial~~Common ~~Statements~~Stock ~~regarding~~under ~~the~~ATM ~~accounting for the 8~~offerings.~~25%~~ ~~Notes.~~

Pursuant to a redemption notice, on March 26, 2025, the Company redeemed all 8.25% Notes at a redemption price equal to 100% of the principal amount of $74.3 million, together with any accrued and unpaid interest. For the nine months ended September 30, 2025 and 2024, payments of $3.5 million and $6.1 million, respectively, of interest classified as debt are classified as a financing activity. Refer to Note 6, Debt, of the Consolidated Financial Statements regarding the accounting for the 8.25% Notes.

Working Capital

The following table summarizes the Company’s working capital (in millions):

	June 30,2025		December 31,2024
	September 30,2025		December 31,2024
Cash and cash equivalents	$	~~833~~1,631.08	$	671.4
Accounts receivable	3160.37		80.0
Inventories, net	~~193~~177.14		145.4
Current debt	—		(6.1)
Deferred revenue and advances from customers, net of deferred costs	(107.1)		(152.5)
Other current assets and liabilities, net	(~~181~~224.94)		(69.8)
Working capital	$	~~768~~1,538.4	$	668.4

We are managing our working capital to seek to improve the long-term value of our LEU and Technical Solutions businesses because we believe these uses of working capital are in the best interest of all stakeholders. We expect that any other uses of working capital will be undertaken in light of these strategic priorities and will be based on the Company’s determination as to the relative strength of its operating performance and prospects, financial position, and expected liquidity requirements. In addition, we expect that any such other uses of working capital will be subject to compliance with contractual restrictions to which the Company and its subsidiaries are subject. We continually evaluate alternatives to manage our capital structure and may opportunistically repurchase, exchange, or redeem Company securities from time to time.

570% Convertible Notes

On August 18, 2025, the Company issued, in a Rule 144A offering, 0% Convertible Notes with an aggregate principal amount of $805.0 million, due August 15, 2032, unless earlier repurchased, redeemed or converted. The proceeds from the 0% Convertible Notes will be used for general working capital and corporate purposes, which may include investment in technology development or deployment, repayment or repurchase of outstanding debt, capital expenditures, potential acquisitions and other business opportunities and purposes. The 0% Convertible Notes will not bear regular interest, and the principal amount of the notes will not accrete. The Company incurred approximately $22.5 million in issuance costs for the issuance of the 0% Convertible Notes. Additional terms and conditions of the 0% Convertible Notes are described in Note 6, Debt, of the Consolidated Financial Statements.

2.25% Convertible Notes

On November 7, 2024, the Company issued, in a Rule 144A offering, 2.25% Convertible Notes with an aggregate principal amount of $402.5 million, due November 1, 2030, unless earlier repurchased, redeemed or converted. The proceeds from the 2.25% Convertible Notes will be used for general working capital and corporate purposes, which may include investment in technology development or deployment, repayment or repurchase of outstanding debt, capital expenditures, potential acquisitions and other business opportunities and purposes. There are no required principal payments prior to the maturity of the 2.25% Convertible Notes. The 2.25% Convertible Notes bear interest at an annual rate of 2.25%, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on May 1, 2025. The Company incurred approximately $13.8 million in issuance costs for the issuance of the 2.25% Convertible Notes. Additional terms and conditions of the 2.25% Convertible Notes are described in Note 6, Debt, of the Consolidated Financial Statements.

8.25% Notes

Pursuant to a notice of redemption issued on February 24, 2025, on March 26, 2025, the Company redeemed all 8.25% Notes at a redemption price equal to 100% of the $74.3 million aggregate principal amount, together with any accrued and unpaid interest. The Company recorded a gain of $11.8 million to Extinguishment of Long-Term Debt in the Consolidated Statements of Operations. As of ~~June~~September 30, 2025, none of the 8.25% Notes remained outstanding.

2023 Shelf Registration

The Company filed a shelf registration statement on Form S-3 (File No. 333-272984) with the SEC on June 28, 2023, which became effective on July 10, 2023, and was supplemented by prospectus supplements dated February 9, 2024, and May 9, 2025, respectively. Pursuant to this shelf registration statement, the Company may offer and sell up to $200.0 million in securities, in aggregate. The Company retains broad discretion over the use of the net proceeds from the sale of the securities offered.

Common Stock Issuance

~~Pursuant~~The ~~to this sales agreement, the~~ Company sold an aggregate of ~~275~~115,~~202~~661 and ~~451~~567,~~830~~491 shares of its Class A Common Stock at the market price in the three and ~~six~~nine months ended ~~June~~September 30, 2024, respectively, for a total of $124.56 million and $1924.95 million, respectively. After expenses and commissions paid to the Agents, the Company’s proceeds totaled $124.25 million and $1923.38 million in the three and ~~six~~nine months ended ~~June~~September 30, 2024, respectively. Additionally, the Company recorded direct costs of ~~less~~approximately ~~than~~ $0.1 million in ~~both~~ the three and ~~six~~nine months ended ~~June~~September 30, 2024, ~~respectively,~~ related to the issuance. The shares of Class A Common Stock were issued pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-272984), which became effective on July 10, 2023, and a prospectus supplement dated February 9, 2024.

The shares of Class A Common Stock were issued pursuant to the Company’s shelf registration statement on Form S-3 as noted above.

Unless otherwise specified in any prospectus supplement, the Company has used and/or intends to use the net proceeds from the sale of its securities offered under these prospectuses for working capital and general corporate purposes including, but not limited to, capital expenditures, investment in technology development and deployment, repayment of indebtedness, potential acquisitions and other business opportunities. Pending any specific application, the Company may initially invest funds in short-term marketable securities or apply them to the reduction of indebtedness.

Rights Agreement

On May 28, 2024, the Company entered into a Sixth Amendment to the Section 382 Rights Agreement, which amends the Rights Agreement, dated as of April 6, 2016 , by and among the Company, and Computershare Trust Company, N.A. and Computershare Inc., as rights agent, as previously amended by (i) the First Amendment to the Rights Agreement dated as of February 14, 2017, (ii) the Second Amendment to the Rights Agreement dated as of April 3, 2019, (iii) the Third Amendment to the Rights Agreement dated as of April 13, 2020, (iv) the Fourth Amendment to the Rights Agreement dated as of June 16, 2021, and (v) the Fifth Amendment to the Rights Agreement dated as of June 20, 2023.

The Sixth Amendment was approved by the Board on May 28, 2024 and made clarifying changes relating to the definition of “Beneficial Owner”, “beneficially owned” and “Beneficial Ownership” contained in the Rights Agreement.

Contractual Commitments

There have been no material changes to our contractual commitments from those discussed in our Annual Report on Form 10-K for the year ended December 31, 2024.

DOE Technology License

We have a non-exclusive license in DOE inventions that pertain to enriching uranium using gas centrifuge technology. The license agreement with DOE provides for annual royalty payments based on a varying percentage (1% up to 2%) of our annual revenues from sales of the SWU component of LEU produced by us using DOE centrifuge technology. There is a minimum annual royalty payment of $100,000 and the maximum cumulative royalty over the life of the license is $100.0 million. There is currently no commercial enrichment facility producing LEU using DOE centrifuge technology. We are continuing to advance our U.S. centrifuge technology that has evolved from DOE inventions at specialized facilities in Oak Ridge, Tennessee with a view to deploying a commercial enrichment facility over the long term.

Off-Balance Sheet Arrangements

Other than our SWU purchase commitments and the license agreement with DOE relating to the American Centrifuge technology, there were no material off-balance sheet arrangements at ~~June~~September 30, 2025.

Critical Accounting Policies and Estimates

There have been no significant changes to the critical accounting estimates disclosed in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for the year ended December 31, 2024.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to our market risks from those discussed in our Annual Report on Form 10-K for the year ended December 31, 2024.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Centrus maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed by Centrus in reports it files or submits under the Exchange Act is recorded, processed, summarized and reported in the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate to allow for timely decisions regarding required disclosures.

As of ~~June~~September 30, 2025, the end of the period covered by this Quarterly Report on Form 10-Q, our management performed an evaluation, under the supervision and with the participation of the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act). Based on this evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended ~~June~~September 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II

Item 1. Legal Proceedings

Refer to Note 1112, Commitments and Contingencies — Legal Matters, of our Consolidated Financial Statements in Part I of this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors

~~There~~Except as set forth below, there have been no material changes to the Risk Factors described in Part I, Item 1A, Risk Factors, in our Annual Report on Form 10-K for the year ended December 31, 2024.

Financial Risks

We have significant long-term liabilities.

We continue to have significant long-term liabilities, including the indebtedness under our 0% Convertible Notes and 2.25% Convertible Notes, which mature in August 2032 and November 2030, respectively.

Our significant long-term liabilities (and other third-party financial obligations) could have important consequences, including:

•making it more difficult for us to satisfy our obligations to lenders and other creditors, resulting in possible defaults on, and acceleration of, such indebtedness or breaches of such other commitments;

•placing us at a competitive disadvantage by making us more vulnerable to react to adverse economic conditions or changes in the nuclear industry;

•hindering our ability to obtain additional financing for future working capital and other general corporate requirements;

•reducing our cash resources for payments of interest on our 2.25% Convertible Notes, thereby limiting our ability to fund our operations, capital expenditures, and future business opportunities; and

•requiring us to repurchase all outstanding 2.25% Convertible Notes and 0% Convertible Notes at 100% of their outstanding principal amount (plus any accrued and unpaid interest thereon) upon the occurrence of a fundamental change (as defined in the indentures governing such notes). If certain fundamental changes referred to as make-whole fundamental changes occur, the conversion rate for such notes may be increased.

The terms of the indentures governing our 2.25% Convertible Notes and 0% Convertible Notes do not restrict Centrus or any of its subsidiaries from incurring substantial additional indebtedness in the future. If we incur substantial additional indebtedness, however, the foregoing risks would intensify.

Additional information concerning the 0% Convertible Notes and 2.25% Convertible Notes, including the terms and conditions, are described in Note 6, Debt, of the Consolidated Financial Statements in Part I in this Quarterly Report on Form 10-Q and Note 8, Debt, of the Consolidated Financial Statements in Part IV in our Annual Report on Form 10-K for the year ended December 31, 2024.

The conditional conversion feature of our 0% Convertible Notes and 2.25% Convertible Notes, if triggered, may adversely affect our financial condition and operating results.

We completed an offering of $805.0 million in aggregate principal amount of 0% Convertible Notes due 2032 in August 2025. We also completed an offering of $402.5 million in aggregate principal amount of 2.25% Convertible Notes due 2030 in November 2024. In the event the conditional conversion features of our 0% Convertible Notes or 2.25% Convertible Notes are triggered, holders of the notes will be entitled to convert them at any time during specified periods at their option. If one or more holders elect to convert their notes, we would be required to settle a portion or all of our conversion obligation through the payment of cash, which could adversely affect our liquidity. In addition, even if holders do not elect to convert their notes, we would be required under applicable accounting rules to reclassify all or a portion of the outstanding principal of the notes as a current rather than long-term liability, which would result in a material reduction of our net working capital.

Conversion of our 0% Convertible Notes or 2.25% Convertible Notes may dilute the ownership interest of our stockholders or may otherwise depress the price of our common stock.

The conversion of some or all of our 0% Convertible Notes or 2.25% Convertible Notes may dilute the ownership interests of our stockholders. Upon conversion of the notes, we will pay cash up to the aggregate principal amount of the notes to be converted, and cash, shares of our Common Stock or a combination of cash and shares of our Common Stock, at the Company's election, in respect of the remainder. If we elect to settle our conversion obligation in a combination of cash and shares of our Common Stock, any sales in the public market of our Common Stock issuable upon such conversion could adversely affect prevailing market prices of our common stock. In addition, the existence of the notes may encourage short selling by market participants that engage in hedging or arbitrage activity, and anticipated conversion of the notes into shares of our Common Stock could depress the price of our Common Stock.

Certain provisions in the indentures governing the 0% Convertible Notes and 2.25% Convertible Notes may delay or prevent an otherwise beneficial takeover attempt of us.

Certain provisions in the indentures governing the 0% Convertible Notes and the 2.25% Convertible Notes may make it more difficult or expensive for a third party to acquire us. For example, the indentures governing the 0% Convertible Notes and the 2.25% Convertible Notes require us to repurchase the notes for cash upon the occurrence of a fundamental change (as defined in the respective indentures) and, in certain circumstances, to increase the conversion rate for a holder who converts their 0% Convertible Notes or 2.25% Convertible Notes in connection with a make-whole fundamental change (as defined in the respective indentures). A takeover of the Company may trigger the requirement that we repurchase the 0% Convertible Notes or 2.25% Convertible Notes and/or increase the conversion rate, which could make it more costly for a potential acquirer to engage in such a takeover. Such additional costs may have the effect of delaying or preventing a takeover of the Company that would otherwise be beneficial to investors.

Servicing our debt requires a significant amount of cash, and we may not have sufficient cash flow from our business to pay our debt.

Our ability to make scheduled payments of the principal of, to pay interest on, or to refinance our indebtedness, including our 0% Convertible Notes or 2.25% Convertible Notes, depends on our future performance, which is subject to economic, financial, competitive and other factors beyond our control. In addition, holders of the 0% Convertible Notes and/or 2.25% Convertible Notes will have the right to require us to repurchase their notes for cash upon the occurrence of certain fundamental changes. Upon conversion of the notes, we will be required to make cash payments in respect of the notes being converted. Our business may not continue to generate cash flow from operations in the future sufficient to service our debt. If we are unable to generate such cash flow, we may be required to adopt one or more alternatives, such as selling assets, restructuring debt, incurring more debt or obtaining additional equity capital on terms that may be onerous or highly dilutive. Our ability to refinance our indebtedness will depend on the capital markets and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on our debt obligations or negatively affect our liquidity position.

Item 5. Other Information

None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the period covered by this Quarterly Report on Form 10-Q.

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Item 6. Exhibits

Exhibit No.			Description
10.1			Modification 19 to Agreement, dated May 5, 2025, by and between American Centrifuge Operating, LLC and the U.S. Department of Energy (incorporated by reference to Exhibit 10.6 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, filed with the SEC on May 8, 2025).
3.1			Amended and Restated Certificate of Incorporation of Centrus Energy Corp. (incorporated by reference to Exhibit 3.1 of the Company’s Registration Statement on Form 8-A, filed with the SEC on September 30, 2014).
10.2			Modification 20 to Agreement, dated June 3, 2025, by and between American Centrifuge Operating, LLC and the U.S. Department of Energy. (a)
3.2			Third Amended and Restated Bylaws of Centrus Energy Corp. (incorporated by reference to Exhibit 3.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 31, 2017).
10.3			Modification 21 to Agreement, dated June 13, 2025, by and between American Centrifuge Operating, LLC and the U.S. Department of Energy. (a)
4.1			Indenture, dated August 18, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K, filed with the SEC on August 18, 2025).
10.4			Modification 22 to Agreement, dated June 17, 2025, by and between American Centrifuge Operating, LLC and the U.S. Department of Energy. (a)
4.2			Form of 0% Convertible Senior Note due 2032 (Included in Exhibit 4.1).
10.5			Modification 23 to Agreement, dated June 18, 2025, by and between American Centrifuge Operating, LLC and the U.S. Department of Energy. (a)
10.1			Letter Agreement, dated July 14, 2025, to the Enriched Product Transitional Supply Contract, dated March 23, 2011, between TENEX, Joint-Stock Company and United States Enrichment Corporation (incorporated by reference to Exhibit 10.7 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, filed with the SEC on August 6, 2025).
10.6			Letter Agreement, dated April 7, 2025, to the Enriched Product Transitional Supply Contract, dated March 23, 2011, between TENEX, Joint-Stock Company and United States Enrichment Corporation. (a)
10.2			Letter Agreement, dated October 14, 2025, to the Enriched Product Transitional Supply Contract, dated March 23, 2011, between TENEX, Joint-Stock Company and United States Enrichment Corporation (a)
10.7			Letter Agreement, dated July 14, 2025, to the Enriched Product Transitional Supply Contract, dated March 23, 2011, between TENEX, Joint-Stock Company and United States Enrichment Corporation. (a)
10.3			Modification 24 to Agreement, dated August 14, 2025, by and between American Centrifuge Operating, LLC and the U.S. Department of Energy. (a)
10.4			Waiver and Release effective August 21, 2025 between the Company and Kevin J. Harrill. (a)
10.5			Form of Non-Employee Director Restricted Stock Unit Award Agreement (Annual Retainers and Meeting Fees) under Centrus Energy Corp. 2014 Equity Inventive Plan (a) (b)
10.6			Form of Employee Stock Unit Award Notice under Centrus Energy Corp. 2014 Equity Inventive Plan. (a) (b)
31.1			Certification of the Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a). (a)
31.2			Certification of the Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a). (a)
32.1			Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350. (a)
101			Unaudited Consolidated Financial Statements from the Quarterly Report on Form 10-Q for the quarter ended ~~June~~September 30, 2025, filed in interactive data file (formatted as Inline XBRL).
104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

(a)Filed herewith.

63(b)Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this report.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

			Centrus Energy Corp.
August 6, 2025			/s/ Kevin J. Harrill
November 6, 2025			/s/ Todd M. Tinelli
			Kevin J. Harrill
			Todd M. Tinelli
			Senior Vice President, Chief Financial Officer, and Treasurer
			(Duly Authorized Officer and Principal Financial Officer)

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