CENTRUS ENERGY CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A

(RULE 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

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6901 Rockledge Drive, Suite 800

Bethesda, Maryland 20817

Dear Stockholder:

You are cordially invited to attend our annual meeting of stockholders to be held on Thursday, June 18, 2026, at 10:00 a.m., Eastern Daylight Time. We are pleased that this year’s annual meeting will again be a completely virtual meeting of stockholders, which will be conducted via live webcast. You will be able to participate in the meeting, vote, and submit questions during the meeting by visiting www.virtualshareholdermeeting.com/LEU2026 and entering your secure control number, which can be found on your proxy card. We recommend that you log in at least ten minutes before the meeting to ensure you are logged in when the meeting starts.

At the meeting, you will be asked to vote on each of the five proposals set forth in the Notice of Annual Meeting of Stockholders, which describes the formal business to be conducted at the annual meeting and follows this letter.

Your vote is important no matter how many shares you own. We encourage you to vote your shares today. You may vote by using telephone or Internet voting systems or, if you received a full set of the proxy materials by mail, by completing and returning the enclosed proxy card in the postage-paid envelope provided.

We appreciate your continued confidence in the Company and look forward to your participation at our annual meeting.

Sincerely,

6901 Rockledge Drive, Suite 800

Bethesda, Maryland 20817

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To Be Held June 18, 2026

The Annual Meeting of Stockholders of Centrus Energy Corp. will be held on Thursday, June 18, 2026, at 10:00 a.m., Eastern Daylight Time, online via live webcast atwww.virtualshareholdermeeting.com/LEU2026, for the following purposes:

1. To elect six director nominees for a term of one year;

2. To hold an advisory vote to approve the Company’s executive compensation;

3. Vote to approve an amendment to the Company's certificate of incorporation to permit the exculpation of officers to be included in the Second Amended and Restated Certificate of Incorporation;

4. Vote to approve the Section 382 Rights Agreement, as amended;

5. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent auditors for 2026; and

6. To transact such other business as may properly come before the meeting or any adjournments thereof.

We are enclosing a copy of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, with this Notice and Proxy Statement.

The record date for determining stockholders entitled to notice of, and to vote at, the meeting was the close of business on April 20, 2026. Please use telephone or Internet voting systems or, if you received a full set of the proxy materials by mail, complete, and return the enclosed proxy card in the postage-paid envelope provided at your earliest convenience to vote your shares. Telephone and Internet voting information is provided on your proxy card.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDERS MEETING TO BE HELD ON JUNE 18, 2026: This Proxy Statement and our Annual Report for the year ended December 31, 2025, are available free of charge at www.proxyvote.com for viewing, downloading, and printing.

By Order of the Board of Directors,

Richard Emery

Senior Vice President, General Counsel,

Chief Compliance Officer and Corporate Secretary

Bethesda, Maryland

PROXY SUMMARY

This summary highlights information contained elsewhere in the Proxy Statement. This summary does not contain all of the information that you should consider, and you should read the entire Proxy Statement carefully before voting.

CENTRUS ENERGY CORP. 2026 ANNUAL MEETING OF STOCKHOLDERS

MEETING AGENDA AND VOTING RECOMMENDATIONS

SHAREHOLDER ENGAGEMENT AND CENTRUS' RESPONSE

Following the Company's 2025 annual stockholder meeting, senior management has approached or engaged with 90% of the Company's top 20 institutional shareholders while simultaneously approaching or engaging with the Company's top retail investors. In this same time period, management spoke with over 400 existing, former, and prospective institutional shareholders located in the United States, Western Europe, and East Asia, regarding the Company's business operations and future execution strategy. The feedback received was shared with the full Board of Directors of the Company and relevant board committees. Below is a summary of how that feedback integrated into or informed certain of the Company's 2025 operational decisions.

BOARD NOMINEES

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