NexGen Energy Ltd 2025年度报告

[] Registration statement pursuant to Section12 of the Securities Exchange Act of 1934 or [X] Annual report pursuant to Section13(a) or 15(d) of the Securities Exchange Act of 1934 For the fiscal year endedDecember 31, 2025 Commission file number001-38072 NexGen Energy Ltd.(Exact name of registrant as specified in its charter)British Columbia, Canada(Province or other jurisdiction ofincorporation or organization)1090(Primary Standard IndustrialClassification Code Number (ifapplicable))Not Applicable(I.R.S. EmployerIdentification Number(if Applicable))Suite 3150, 1021 West Hastings StreetVancouver, B.C., Canada V6E 0C3(604) 428-4112(Address and Telephone Number of Registrant’s Principal Executive Offices)Puglisi & Associates850 Library Avenue, Suite 204, Newark, Delaware 19711(302) 738-6680(Name, Address (Including Zip Code) and Telephone Number(Including Area Code) of Agent For Service in the United States)Securities registered or to be registered pursuant to Section12(b) of the Act.Title of each classTrading Symbol(s)Name of each exchange onwhichregisteredCommon Shares, no parvalueNXENEW YORK STOCKEXCHANGESecurities registered or to be registered pursuant to Section12(g) of the Act.NoneSecurities for which there is a reporting obligation pursuant to Section15(d) of the Act.NoneFor annual reports, indicate by check mark the information filed with this Form:[X] Annual Information Form[X] Audited Annual Financial Statements Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period coveredby the annual report: 659,960,072common shares Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d) of the Exchange Actduring the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2)has been subjectto such filing requirements for the past 90 days. Yes XNo___ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files). Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act. Emerging growth company If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if theregistrant has elected not to use the extended transition period for complying with any new or revised financial accounting standardsprovided pursuant to Section13(a) of the Exchange Act.____ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness ofits internal control over financial reporting under Section404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.X If securities are registered pursuant to Section12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). FORM 40-F Principal Documents The following documents, filed as Exhibits 99.1, 99.2 and 99.3 to this Annual Report on Form 40-F (this “Annual Report”) of NexGenEnergy Ltd. (“we”, “us”, “our”, “NexGen” or the “Company”), are hereby incorporated by reference into this Annual Report: (a)Annual Information Form for the fiscal year ended December31, 2025;(b)Management’s Discussion and Analysis for the fiscal year ended December31, 2025; and(c)Audited Consolidated Financial Statements for the fiscal years ended December31, 2025 and 2024. The Company’s AuditedConsolidated Financial Statements included in this Annual Report have been prepared in accordance with InternationalFinancialReporting Standards,as issued by the International Accounting Standards Board.Therefore,they are notcomparable in all respects to financial statements of United States companies that are prepared in accordance with UnitedStates generally accepted accounting principles. Our independent registered public accounting firm is KPMG LLP, Vancouver, British Columbia, Canada, Auditor Firm ID: 85. RESOURCE AND RESERVES ESTIMATES Unless otherwise indicated, all resource and reserve estimates included in the documents incorporated by reference into thisAnnual Report have been prepared in accordance with Canadian National Instrument 43-101 (“NI 43-101”) and the CanadianInstitute of Mining and Metallurgy Classification System.