05/29/2026 | Press release | Distributed by Public on 05/29/2026 13:08
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (right to buy) | $3 | 05/27/2026 | A(2) | 40,000 | (2) | 02/24/2036 | Common Stock | 40,000 | $ 0 | 40,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Nelson Joseph Eugene C/O DEEP ISOLATION NUCLEAR, INC. 2001 ADDISON STREET, SUITE 300 BERKELEY, CA 94704 |
Chief Financial Officer | |||
| /s/ Joseph Nelson | 05/29/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Represents a grant of 100,000 restricted stock units ("RSUs") to the Reporting Person pursuant to the Deep Isolation Nuclear, Inc. 2025 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of common stock upon vesting. The RSUs shall vest in equal annual installments of 25% over a period of four years beginning on February 24, 2027, subject to the Reporting Person's continued service through each vesting date. |
| (2) | Represents a grant of stock options pursuant to the Deep Isolation Nuclear, Inc. 2025 Equity Incentive Plan. The options shall vest over a period of four years beginning on February 24, 2027, whereby 1/4th of the option shares shall vest on that date and 1/48th of the option shares shall vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date. |