Current Report · Items 8.01, 9.01 · 8-K
Deep Fission, Inc.
FISNNASDAQEQUITYCurrent
Other Events
Item 8.01 Other Events. On July 23, 2026, the Board of Directors (the “Board”) of Deep Fission, Inc. (the “Company”), upon the recommendation of the Compensation Committee of the Board (the “Compensation Committee”), modified the Company’s Non-Employee Director Compensation Policy as follows, to better align the compensation provided with market practice: Increased the value of the annual equity award to $175,000;…
Filed Jul 29, 2026Accepted Jul 29, 2026, 4:02 PM EDTCIK 1918102Accession 0001104659-26-088125
Company context
Deep Fission, Inc. (“Deep Fission,” the “Company,” “we,” “our,” or “us”) is a nuclear energy technology company developing a small modular reactor (“SMR”) based on established pressurized water reactor (“PWR”) technology, with novel emplacement in deep boreholes approximately one mile below the Earth’s surface. Our reactor, which we refer to as the Gravity Reactor, will leverage subsurface conditions to support key containment and operating functions, including the use of hydrostatic pressure from a water column within the borehole to support reactor operating pressure and cooling, and the surrounding geological formation to provide structural confinement and shielding. This approach is intended to reduce reliance on large surface containment structures and other safety-related infrastructure associated with conventional nuclear power plants, support faster deployment timelines, improve security, enhance safety, and enable lower capital and operating costs relative to conventional nuclear facilities, while reducing exposure to environmental and other surface-level hazards.
Current securities
Disclosure sections
Items 8.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events.
On July 23, 2026, the Board of Directors (the “Board”)
of Deep Fission, Inc. (the “Company”), upon the recommendation of the Compensation Committee of the Board (the “Compensation
Committee”), modified the Company’s Non-Employee Director Compensation Policy as follows, to better align the compensation
provided with market practice:
Increased the value of the annual equity award to $175,000;
Increased the value of the initial award provided to newly appointed directors
to $350,000;
Increased retainers for the chairs of committees to $25,000 for the Audit
Committee of the Board (the “Audit Committee”) and $15,000 for the Compensation Committee and the Nominating and Corporate
Governance Committee of the Board (the “NomGov Committee”); and
Added retainers for committee members in the amount of $10,000 for the Audit
Committee, $7,500 for the Compensation Committee and $5,000 for the NomGov Committee.
The Board and the Compensation Committee also approved an additional
retainer for an independent chair of the Board or for a lead independent director, as applicable, in the event that an independent chair
or lead independent director is appointed.
All incremental amounts provided under the modified policy will be
provided entirely through additional grants of restricted stock units, subject to a one-year vesting condition, until otherwise determined
by the Board or the Compensation Committee.