02/23/2026 | Press release | Distributed by Public on 02/23/2026 20:11
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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 | ||||||||
| Restricted Stock Unit | $ 0 | 02/19/2026 | A | 25,000 | (1) | 02/19/2033 | Common Stock | 25,000 | $ 0 | 25,000 | D | ||||
| Employee Stock Option (right to buy) | $15 | 02/19/2026 | A | 15,000 | 02/19/2027(2) | 02/19/2036 | Common Stock | 15,000 | $ 0 | 15,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Peres Mark Wayne C/O DEEP FISSION, INC. 2001 ADDISON STREET, SUITE 300 BERKELEY, CA 94704 |
Chief Nuclear Officer | |||
| /s/ Jon Gordon as attorney-in-Fact for Mark Peres | 02/23/2026 | |
| **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) | Each RSU vests based on attainment of both a service-based vesting condition and liquidity event vesting condition, in each case, prior to the expiration date. 25% of the service-based vesting condition will be satisfied on the one-year anniversary of the grant date and the remainder in equal monthly installments thereafter, subject to the reporting person's continued service through the vesting dates. The liquidity event condition will be satisfied on the earliest to occur of a change in control, initial public offering or direct listing. |
| (2) | Date at which first vesting occurs is indicated. One-fourth of the total number of options to purchase the Company's common stock vests on the first vesting date shown and an additional one-thirty sixth on each month thereafter until fully vested. |