DEEP FISSION, INC.
For the period ended Jul 17, 2026. Filed Jun 17, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jul 17, 2026 · Filed Jun 17, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
(Name of Registrant as Specified In Its Charter)
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.
2001 Addison Street, Suite 300
Berkeley, CA 94704
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held at 9:00 a.m., Pacific Time, on July 17, 2026
Dear Stockholders of Deep Fission, Inc.:
We are pleased to invite you to attend the 2026 annual meeting of stockholders (the “Annual Meeting”) of Deep Fission, Inc., a Delaware corporation, which will be held on July 17, 2026 at 9:00 a.m., Pacific Time, via live webcast.
In order to attend the Annual Meeting, you may access the virtual meeting platform by visiting www.virtualshareholdermeeting.com/FISN2026 and following the instructions to enter the meeting using the 16-digit control number included in your proxy materials. The control number will allow you to access the Annual Meeting webcast, vote your shares during the meeting and submit questions. Only stockholders with a valid control number will be able to attend and vote at the Annual Meeting. You will not be able to attend the meeting in person.
Stockholders will have the same rights and opportunities to participate in the Annual Meeting as they would at an in-person meeting, including the ability to vote and submit questions during the meeting through the webcast platform. Additional information regarding the rules of conduct for the meeting and how stockholders may submit questions will be provided on the meeting website. The meeting webcast will begin promptly at 9:00 a.m., Pacific Time. Technical assistance will be available to stockholders accessing the meeting.
The meeting will be held for the following purposes, as more fully described in the accompanying proxy statement (the “Proxy Statement”):
To elect the two nominees to serve as Class I directors until the 2029 annual meeting of stockholders and until their successors are duly elected and qualified;
To ratify the appointment of Grant Thornton LLP (“Grant Thornton”) as our independent registered public accounting firm for our fiscal year ending December 31, 2026;
To approve an amendment to our 2025 Equity Incentive Plan (the “2025 Equity Plan”) to increase the number of authorized shares of common stock available for issuance thereunder by 5.0 million shares; and
To transact such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof.
Only stockholders of record as of the close of business on May 18, 2026 will be entitled to notice of and to vote at the Annual Meeting. On or about June 17, 2026, we expect to first mail or otherwise deliver to our stockholders the proxy materials, including the accompanying Proxy Statement and proxy card or voting instruction form.
YOUR VOTE IS IMPORTANT. Whether or not you plan to attend the Annual Meeting, we urge you to submit your vote promptly via the internet, telephone or mail to ensure that a quorum is present. We appreciate your continued support of Deep Fission, Inc.
By order of the board of directors,
/s/ Elizabeth Muller
Chair, President and Chief Executive Officer
Berkeley, California
June 17, 2026
TO ENSURE YOUR REPRESENTATION AT THE ANNUAL MEETING, WE URGE YOU TO VOTE AS PROMPTLY AS POSSIBLE BY FOLLOWING THE INSTRUCTIONS INCLUDED ON THE PROXY CARD OR VOTING INSTRUCTION FORM. THANK YOU FOR ACTING PROMPTLY.
| | | IMPORTANT: Please vote your shares by Internet or telephone, as described herein and on the proxy card or voting instruction form, to assure that your shares are represented at the Annual Meeting, or mark, sign and date the proxy card and return it in the enclosed postage-paid envelope. If you attend the virtual meeting, you may choose to vote at that time even if you have previously voted your shares. | | |
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Important Notice Regarding the Availability of Proxy Materials for the
Annual Meeting of Stockholders to be held virtually on July 17, 2026.
The Proxy Statement and the Annual Report on Form 10-K are available at
www.proxyvote.com.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.