Deep Fission, Inc. Reports Board Changes and Executive Compensation Updates
| Field | Detail |
|---|---|
| Company | Deep Fission, Inc. |
| Form Type | 8-K |
| Filed Date | Nov 12, 2025 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 7 min |
| Key Dollar Amounts | $300,000, $2.73, $315,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: management-change, executive-compensation, governance
TL;DR
Deep Fission Inc. shakes up board, adjusts exec pay.
AI Summary
Deep Fission, Inc. announced on November 7, 2025, a change in its board of directors and executive compensation arrangements. The filing details the departure of certain officers and the election of new directors, alongside updates to compensatory plans for key executives.
Why It Matters
Changes in board composition and executive compensation can signal shifts in company strategy, governance, and future performance, impacting investor confidence.
Risk Assessment
Risk Level: medium — Board and executive changes can introduce uncertainty regarding future strategy and leadership stability.
Key Players & Entities
- Deep Fission, Inc. (company) — Registrant
- November 7, 2025 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- 2831 Garber Street Berkeley, California 94705 (address) — Principal executive offices
- Surfside Acquisition Inc. (company) — Former company name
FAQ
What specific roles have been affected by the departure of officers?
The filing indicates the departure of certain officers but does not specify the exact roles in this summary.
Who are the newly elected directors?
The filing mentions the election of directors but does not list their names in this summary.
What are the key changes in the compensatory arrangements for officers?
The filing notes updates to compensatory arrangements but does not detail the specifics in this summary.
When did Deep Fission, Inc. change its name from Surfside Acquisition Inc.?
The date of the name change from Surfside Acquisition Inc. was March 17, 2022.
What is the principal business address of Deep Fission, Inc.?
The principal executive offices are located at 2831 Garber Street, Berkeley, California 94705.
Filing Stats: 1,638 words · 7 min read · ~5 pages · Grade level 11.6 · Accepted 2025-11-12 15:59:26
Key Financial Figures
- $300,000 — l will receive an annual base salary of $300,000, a target bonus equal to 30% of base sa
- $2.73 — of common stock at an exercise price of $2.73 per share (the fair market value on the
- $315,000 — n will receive an annual base salary of $315,000, a target bonus equal to 30% of base sa
Filing Documents
- tm2530746d1_8k.htm (8-K) — 41KB
- tm2530746d1_ex10-1.htm (EX-10.1) — 13KB
- tm2530746d1_ex10-2.htm (EX-10.2) — 79KB
- tm2530746d1_ex10-3.htm (EX-10.3) — 27KB
- tm2530746d1_ex10-1img001.jpg (GRAPHIC) — 4KB
- tm2530746d1_ex10-2img001.jpg (GRAPHIC) — 4KB
- tm2530746d1_ex10-3img001.jpg (GRAPHIC) — 4KB
- 0001104659-25-110309.txt ( ) — 371KB
- df-20251107.xsd (EX-101.SCH) — 3KB
- df-20251107_lab.xml (EX-101.LAB) — 33KB
- df-20251107_pre.xml (EX-101.PRE) — 22KB
- tm2530746d1_8k_htm.xml (XML) — 3KB
02 Departure of Directors or Certain Officers; Election of
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers (b)Director Resignation On November 7, 2025, Richard A. Muller resigned from the Board of Directors of Deep Fission to focus on his continuing responsibilities as the Company's Chief Technology Officer. His resignation did not result from any disagreement with Deep Fission on any matter relating to its operations, policies, or practices. (c)Appointment of Certain Officers; Employment Agreements On November 7, 2025, Deep Fission's Board of Directors formally appointed Michael Brasel as Chief Operating Officer and Jon Gordon as General Counsel and Secretary of the Company. Each began serving in these roles effective October 6, 2025 and October 7, 2025, respectively, and their appointments were ratified by the Board on November 7, 2025. Both individuals have been designated as "executive officers" within the meaning of Rule 3b-7 of the Exchange Act and as "Section 16 officers" for purposes of Section 16 of that Act. In connection with their appointments, the Company entered into employment agreements with each executive effective November 7, 2025. Mr. Brasel will receive an annual base salary of $300,000, a target bonus equal to 30% of base salary, and an option to purchase 70,000 shares of common stock at an exercise price of $2.73 per share (the fair market value on the grant date), vesting over four years with a one-year cliff. Mr. Gordon will receive an annual base salary of $315,000, a target bonus equal to 30% of base salary, and an option to purchase 85,000 shares at an exercise price of $2.73 per share, vesting over four years with a one-year cliff. Copies of the employment agreements will be filed as exhibits to Deep Fission's next periodic report. There are no family relationships between either executive and any director or executive officer of Deep Fission and no transactions requiring disclosur
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits Exhibit No. Description Filing Treatment 10.1 Non-Employee Director Compensation Policy (adopted November 7, 2025) Filed herewith 10.2 Form of Director and Officer Indemnification Agreement (adopted November 7, 2025) Filed herewith 10.3 Executive Severance Policy (adopted November 7, 2025) Filed herewith 10.4 Forms of Option Grant Notice and Option Agreement under 2025 Equity Incentive Plan Incorporated by reference to Exhibit 10.8 to Deep Fission's Current Report on Form 8-K (File No. 000-56407) filed September 5, 2025 10.5 Deep Fission, Inc. 2025 Equity Incentive Plan (Post-Merger) Incorporated by reference to Exhibit 10.7 to Deep Fission's Current Report on Form 8-K (File No. 000-56407) filed September 5, 2025 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DEEP FISSION, INC. Date: November 12, 2025 /s/ JON GORDON Jon Gordon General Counsel & Secretary