4//SEC Filing
Matthews Shawn 4
Accession 0001213900-25-110214
CIK 0002019804other
Filed
Nov 12, 7:00 PM ET
Accepted
Nov 13, 7:31 PM ET
Size
12.5 KB
Accession
0001213900-25-110214
Insider Transaction Report
Form 4
Matthews Shawn
Director
Transactions
- Other
Common Stock, par value $0.0001 per share
2025-11-06−2,920,000→ 2,755,000 total(indirect: See Footnote) - Other
Warrants
2025-11-06−3,500,000→ 775,000 total(indirect: See Footnote)Exercise: $11.50From: 2025-11-27Exp: 2030-10-28→ Common Stock, par value $0.0001 per share (3,500,000 underlying)
Holdings
- 1,267,599(indirect: See Footnote)
Warrants
Exercise: $11.50From: 2025-11-27Exp: 2030-10-28→ Common Stock, par value $0.0001 per share (1,267,599 underlying) - 533,514
Common Stock, par value $0.0001 per share
Transactions
- Other
Warrants
2025-11-06−3,500,000→ 775,000 total(indirect: See Footnote)Exercise: $11.50From: 2025-11-27Exp: 2030-10-28→ Common Stock, par value $0.0001 per share (3,500,000 underlying) - Other
Common Stock, par value $0.0001 per share
2025-11-06−2,920,000→ 2,755,000 total(indirect: See Footnote)
Holdings
- 533,514
Common Stock, par value $0.0001 per share
- 1,267,599(indirect: See Footnote)
Warrants
Exercise: $11.50From: 2025-11-27Exp: 2030-10-28→ Common Stock, par value $0.0001 per share (1,267,599 underlying)
Footnotes (3)
- [F1]On November 6, 2025, HCM Investor Holdings II, LLC (the "Sponsor") distributed an aggregate of 5,675,000 shares of common stock, par value $0.0001 per share of the Issuer ("Common Stock") and 4,275,000 Warrants, convertible to 4,275,000 shares of Common Stock, to its members as a distribution for no consideration in accordance with the terms of the Sponsor's limited liability company agreement. 2,755,000 shares of Common Stock and 775,000 Warrants were distributed to Shawn Matthews on such basis. Under Rule 16a-13 promulgated under the Securities Exchange Act of 1934, as a change in form of beneficial ownership, the reported distribution by the Sponsor (as it relates to Mr. Matthews' deemed beneficial ownership of the securities held by the Sponsor) to its members from the Sponsor, were exempt from Section 16 of the Securities Exchange Act of 1934.
- [F2]Shawn Matthews is the record holder of such securities. Shawn Matthews is the sole Managing Member of HCM Investor Holdings II, LLC and shares voting and investment discretion with respect to the securities held by HCM Investor Holdings II, LLC.
- [F3]Mr. Matthews is the sole managing member of Hondo Holdings LLC, which is registered owner of these warrants, and Mr. Matthews holds voting and investment power with respect to warrants held of record by Hondo Holdings LLC.
Documents
Issuer
Terrestrial Energy Inc. /DE/
CIK 0002019804
Entity typeother
Related Parties
1- filerCIK 0001855118
Filing Metadata
- Form type
- 4
- Filed
- Nov 12, 7:00 PM ET
- Accepted
- Nov 13, 7:31 PM ET
- Size
- 12.5 KB