---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-26-012343"
form_type: "8-K"
ticker: null
cik: "0001918102"
company_name: "DEEP FISSION, INC."
filed_at: "2026-02-10T23:59:59+00:00"
generated_at: "2026-05-16T03:39:43.099307+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Deep Fission raises $80M in private placement, forms strategic relationship with Blue Owl

## Summary
- Net proceeds ~$76M from sale of 5,333,333 shares at $15/sh; use for working capital, R&D for first nuclear reactor.
- Blue Owl Capital invested and signed non-binding MOU to explore collaboration on nuclear projects and digital infrastructure power.
- DOE Reactor Pilot Program participant; pilot project broke ground in Parsons, KS; development pipeline of 12.5 GW.
- Investors include Ed Eisler (EE Holdings) and Mark Tompkins (Montrose Capital), who led prior round.
- Goldman Sachs acted as exclusive financial advisor; will continue strategic advisory.

## SEC filing metadata
- accession: 0001104659-26-012343
- form_type: 8-K
- cik: 0001918102
- company_name: DEEP FISSION, INC.
- filed_at: 2026-02-10T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.02, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1918102/000110465926012343/0001104659-26-012343-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1918102/000110465926012343/tm265399d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-26-012343
- JSON: https://secwatch.observer/filing/0001104659-26-012343.json
- Plain text: https://secwatch.observer/filing/0001104659-26-012343.txt

## Key facts
- Material Agreements
  DEEP FISSION, INC. entered into Registration Rights Agreement with the Investors (effective 2026-02-05).
  - Action: entry
  - Counterparty: the Investors
  - Effective: 2026-02-05
  source text: the Company entered into a registration rights agreement (the “Registration Rights Agreement”), dated as of February 5, 2026, with the Investors
  evidence_url: https://www.sec.gov/Archives/edgar/data/1918102/000110465926012343/0001104659-26-012343-index.htm
- Material Agreements
  DEEP FISSION, INC. entered into Subscription Agreements with certain accredited and institutional investors valued at minimum aggregate purchase price of $20,000,000 and a maximum aggregate purchase price of $40,000,00 (effective 2026-02-05).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: certain accredited and institutional investors
  - Value: minimum aggregate purchase price of $20,000,000 and a maximum aggregate purchase price of $40,000,00
  - Effective: 2026-02-05
  source text: On February 5, 2026, Deep Fission, Inc. (the “Company”) entered into subscription agreements (the “Subscription Agreements”) with certain accredited and institutional investors (the “Investors”) in connection with a private placement offering of shares of the Company’s common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/1918102/000110465926012343/0001104659-26-012343-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.