$FISN·8-K

DEEP FISSION, INC. · Jul 17, 4:06 PM ET

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DEEP FISSION, INC. 8-K

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Deep Fission, Inc. Approves 5M‑Share Increase to 2025 Equity Plan at Annual Meeting

What Happened
Deep Fission, Inc. (FISN) filed an 8-K on July 17, 2026 reporting results from its 2026 annual meeting. Stockholders approved an amendment to the Deep Fission, Inc. 2025 Equity Incentive Plan to add 5,000,000 shares authorized for issuance. The full text of the amended plan is filed as Exhibit 10.1 to the filing. At the same meeting, Class I directors Leslie Goldman Tepper and Blake E. Janover were re-elected for terms expiring at the 2029 annual meeting, and Grant Thornton LLP was ratified as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Key Details

  • Amendment approved to increase shares available under the 2025 Equity Incentive Plan by 5,000,000 shares (filed as Exhibit 10.1).
  • Director election votes: Leslie Goldman Tepper — For 35,294,762; Withheld 457,363. Blake E. Janover — For 35,346,726; Withheld 405,399. (Class I directors, terms through 2029.)
  • Auditor ratification votes: Grant Thornton LLP — For 30,680,096; Abstain 5,072,029; no votes recorded against.
  • Vote on equity‑plan amendment: For 30,648,430; Against 423,732; Abstain 4,679,963.

Why It Matters

  • The 5,000,000‑share increase expands the pool available for employee, director and consultant equity awards, which can help recruit and retain talent but could also lead to future dilution for existing shareholders as awards are granted and exercised.
  • Re-election of the two Class I directors maintains board continuity through 2029.
  • Ratifying Grant Thornton LLP ensures continuity in the company’s audited financial reporting for 2026.
  • Investors should review the amended 2025 Equity Incentive Plan (Exhibit 10.1) for details on award types, vesting, and share‑count mechanics to assess potential dilution and impact on shareholder value.

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