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Form 3 X-Energy, Inc. For: Apr 24 Filed by: Ghaffarian Kamal Seyed

April 24, 2026 5:09 PM
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Ghaffarian Kamal Seyed
(Last) (First) (Middle)
C/O X-ENERGY, INC.
530 GAITHER ROAD, SUITE 700
(Street)
ROCKVILLE MD 20850
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/24/2026 		3. Issuer Name and Ticker or Trading Symbol
X-Energy, Inc. [ XE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 1,234,021
D
Class A Common Stock 5,029,077
I
See footnote (1)
Class B Common Stock 84,292,133 (2)
I
See footnote (1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Common Units (2) (2) Class A Common Stock 84,292,133 (2) I See footnote (1)
Explanation of Responses:
1. Consists of (i) 471,774 shares of Class A Common Stock and 8,963,719 Common Units and a corresponding number of shares of Class B Common Stock held by GM Enterprises, LLC, (ii) 3,951,679 shares of Class A Common Stock and 75,081,916 Common Units and a corresponding number of shares of Class B Common Stock held by X-Energy Holding, LLC, (iii) 12,973 shares of Class A Common Stock and 246,498 Common Units and a corresponding number of shares of Class B Common Stock held by IBX Opportunity GP, Inc. and (iv) 592,651 shares of Class A Common Stock held by X-energy KG Parent, LLC. Dr. Kamal Ghaffarian has sole voting and dispositive power with respect to securities held by each of the foregoing entities. Dr. Kamal Ghaffarian disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
2. The Common Units of X-Energy Reactor Company, LLC may be redeemed for shares of the Issuer's Class A Common Stock on a one-to-one basis at the election of the holder. The Common Units do not expire. Each share of the Issuer's Class B Common Stock will be cancelled upon the exchange of one Common Unit for one share of Class A Common Stock.
Remarks:
Exhibit 24 - Power of Attorney.
Kamal Ghaffarian, /s/ Elizabeth Petrone, Attorney-in-Fact 04/24/2026
** Signature of Reporting Person Date
X-Energy Holdings, LLC, By: Kamal Ghaffarian, Executive Chairman, By: /s/ Elizabeth Petrone, Attorney-in-Fact 04/24/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

ATTACHMENTS / EXHIBITS

EXHIBIT 24

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