Deep Fission (FISN) Proxy filing summary

Executive summary

• Annual meeting scheduled for July 17, 2026, to be held virtually, with full participation rights for shareholders via webcast.

• Key proposals include election of two Class I directors, ratification of Grant Thornton as auditor, and approval of an amendment to the 2025 Equity Incentive Plan to add 5 million shares.

• Only shareholders of record as of May 18, 2026, are entitled to vote; quorum requires majority of outstanding shares.

• Voting can be done online, by phone, mail, or during the virtual meeting; votes can be changed up to the deadline.

Voting matters and shareholder proposals

• Proposal 1: Elect Leslie Goldman Tepper and Blake E. Janover as Class I directors for a term ending 2029.

• Proposal 2: Ratify Grant Thornton as independent registered public accounting firm for fiscal year 2026.

• Proposal 3: Approve amendment to 2025 Equity Incentive Plan to increase authorized shares by 5 million.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by February 17, 2027, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of five members, with three independent directors; board is divided into three staggered classes.

• Chair and CEO roles are combined; Ms. Muller serves as both.

• Committees: Audit, Compensation, and Nominating & Corporate Governance, all with independent members.

• Board and committees met regularly in 2025; all directors attended at least 75% of meetings.

• Director nominees evaluated for diversity, expertise, and independence; stockholders may recommend nominees.

• Corporate governance guidelines, codes of ethics, and insider trading policies are in place.