Deep Fission, Inc. (NASDAQ: FISN) disclosed that Leslie Goldman Tepper, a director of the company, acquired 19,204 restricted stock units on July 23, 2026, according to a regulatory filing dated July 27, 2026. The units represent a contingent right to receive common stock shares upon vesting in July 2027, provided Goldman Tepper continues to provide service to the company. This transaction reflects the company's equity compensation practices for board members and provides insight into insider holdings at the Berkeley-based technology firm.

Key Points

  • NASDAQ: FISN
  • Director Leslie Goldman Tepper acquired 19,204 restricted stock units on July 23, 2026
  • The units vest on July 20, 2027, contingent on continued service through the vesting date
  • Following the transaction, Goldman Tepper directly owns 19,204 derivative securities in the form of restricted stock units

Details of the Restricted Stock Unit Grant to Deep Fission Director

Leslie Goldman Tepper, identified in the filing as a director of Deep Fission, Inc., received an award of restricted stock units as disclosed in the company's regulatory filing. The transaction occurred on July 23, 2026, and was formally reported on July 27, 2026. The filing confirms that Goldman Tepper holds the position of director at the company and has been granted equity as part of the company's compensation arrangement for board members.

The restricted stock units represent a form of equity compensation commonly used by public companies to align the interests of directors and executives with those of shareholders. The structure of this grant indicates that Goldman Tepper will receive tangible economic benefits through share ownership upon satisfaction of vesting conditions. The grant of 19,204 units follows standard corporate governance practices for compensating board service at technology companies.

Vesting Schedule and Conditions for the Stock Units

The filing specifies that the 19,204 restricted stock units granted to Goldman Tepper are scheduled to vest on July 20, 2027, subject to a single material condition: that the director continues to provide service to Deep Fission through the vesting date. This one-year vesting period is a standard retention mechanism used by companies to encourage ongoing board participation and commitment to the organization's strategic direction.

Upon vesting, each restricted stock unit will convert into one share of Deep Fission's common stock, giving Goldman Tepper direct beneficial ownership of the resulting shares. The filing confirms that the units carry no exercise price, meaning Goldman Tepper incurs no out-of-pocket cost to receive the underlying common stock upon vesting. This structure represents a pure equity grant rather than an option or warrant arrangement that would require a purchase price at exercise.

Beneficial Ownership Position Following the Transaction

Following the July 23, 2026 transaction, Leslie Goldman Tepper's beneficial ownership position reflects the 19,204 restricted stock units held in direct form. The filing indicates that all 19,204 derivative securities are owned directly by Goldman Tepper rather than through any indirect beneficial ownership arrangement or intermediary entity. This direct ownership structure provides transparency regarding Goldman Tepper's economic interest in Deep Fission's equity.

The filing does not disclose whether Goldman Tepper held any other securities in Deep Fission prior to this transaction. Investors reviewing insider holdings typically examine cumulative ownership positions to assess the level of stake directors and officers maintain in the company. The current filing provides the snapshot of beneficial ownership following this specific transaction but does not address broader historical equity holdings or other compensation arrangements that may exist.

Regulatory Classification and Insider Status

The filing is submitted pursuant to Section 16(a) of the Securities Exchange Act of 1934, which requires officers, directors, and principal shareholders to report changes in beneficial ownership. Leslie Goldman Tepper's status as a director of Deep Fission places her within the regulatory framework requiring disclosure of equity transactions. The filing confirms that Goldman Tepper is subject to Section 16 reporting obligations, meaning future transactions in Deep Fission securities must also be publicly disclosed.

Director-level transactions receive heightened scrutiny from market participants because insider trading policies and short-swing profit rules restrict when and how directors may trade company securities. The restricted stock unit grant disclosed here represents a planned, equity-based compensation arrangement rather than a discretionary market transaction, which distinguishes it from open-market purchases or sales that might trigger different investor analysis regarding insider sentiment.

No Exercise Price Associated with the Restricted Stock Units

The filing explicitly states that the restricted stock units carry a conversion or exercise price of zero dollars. This structure means that Goldman Tepper will not be required to pay any consideration to convert the vested units into common stock shares. The absence of an exercise price distinguishes this grant from stock options, which typically carry a defined strike price that participants must pay upon exercise to acquire underlying shares.

The zero-price structure reflects a pure equity grant approach, where the compensation value derives entirely from the market value of Deep Fission's common stock at and after the vesting date. This arrangement is commonly employed in director compensation programs at public companies where boards wish to provide meaningful equity upside without requiring cash outlay from participants. The valuation basis for accounting and tax purposes would typically reference the fair market value of Deep Fission stock on the grant date of July 23, 2026.

Governance and Compensation Practices at Deep Fission

The grant of restricted stock units to director Leslie Goldman Tepper reflects Deep Fission's approach to board compensation and incentive alignment. Many public technology companies structure director compensation to include both cash retainers and equity-based grants, with vesting schedules designed to encourage multi-year commitment to board service. The one-year vesting period for these units suggests a relatively standard approach to director equity awards in the current market environment.

Restricted stock unit programs for directors serve multiple strategic purposes within public companies: they provide competitive compensation packages to attract qualified board candidates, they align director interests with shareholder interests through equity exposure, and they create retention incentives for ongoing board participation. The filing provides evidence that Deep Fission employs these conventional governance mechanisms in its board compensation structure.

Timing of the Transaction and Filing

The restricted stock unit grant was dated July 23, 2026, and the formal regulatory disclosure was filed four days later on July 27, 2026. This timeline aligns with standard regulatory filing procedures under Section 16 rules, which generally require insiders to report transactions within two business days of execution. The filing was executed by Jon Gordon, identified as attorney-in-fact for Leslie Goldman Tepper, indicating that Goldman Tepper authorized Gordon to sign the disclosure form on her behalf.

The immediate share price impact was not clear from available public information. Restricted stock unit grants to directors are typically announced through scheduled board action or compensation committee decisions rather than as surprise market events. The disclosure of this transaction through the regulatory filing process represents the formal public reporting of an equity grant that may have been previously communicated to the market through other channels.

Investor Considerations Regarding Director Equity Holdings

Investors monitoring Deep Fission may track insider equity holdings as one indicator of management and director confidence in the company's prospects. Directors who accept equity-based compensation and maintain significant shareholdings are viewed by some investors as having aligned interests with other shareholders. The acquisition of restricted stock units by Goldman Tepper extends her economic interest in Deep Fission's performance through at least the July 2027 vesting date and potentially beyond if she retains the shares post-vesting.

The filing provides the specific mechanism through which insiders' equity stakes change over time. Investors interested in tracking aggregate insider ownership levels, monitoring for potential sales or dispositions following vesting, or assessing compensation trends at Deep Fission can reference filings such as this one. The public disclosure requirement ensures that equity grants to company insiders remain transparent to the investment community, supporting informed decision-making by shareholders and prospective investors.

Documentation and Attestation Requirements

The filing includes standard certification language regarding the accuracy and completeness of the reported information. Jon Gordon, acting as attorney-in-fact, signed the form on July 27, 2026, confirming the accuracy of the transaction details and ownership information disclosed. The filing notes that intentional misstatements or omissions of facts in Form 4 disclosures constitute federal criminal violations under 18 U.S.C. 1001 and 15 U.S.C. 78ff(a), establishing the legal gravity of accurate insider reporting.

The regulatory framework surrounding Form 4 filings requires three copies of the document, with at least one manually signed version, though electronic filing systems have modernized submission procedures. The filing confirms that Goldman Tepper is no longer subject to removal from Section 16 reporting obligations, meaning she will continue to report future transactions in Deep Fission securities as they occur. This ongoing reporting requirement maintains transparency regarding director equity dealings for the duration of her service to the company.