UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 317, 2026

DEEP ISOLATION NUCLEAR, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware		000-56406		87-4225965
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2001 Addison Street, Suite 300 Berkeley, CA		94704
(Address of Principal Executive Offices)		(Zip Code)

(509)-943-5222
(Registrant’s telephone number, including area code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of ~~Certain~~Chief ~~Officers~~Financial Officer

OnEffective February 317, 2026, MsMr. ~~Paula~~Joseph ~~Whitten-Doolin~~Nelson ~~began~~was ~~serving~~appointed as the ~~General~~Chief ~~Counsel~~Financial Officer of Deep Isolation, Inc., the wholly-owned operating subsidiary of Deep Isolation Nuclear, Inc. (the “Company”). The Company’s current principal financial officer, Mr. Rod Baltzer, will remain as the principal financial officer of the Company until Mr. Nelson becomes fully familiar with the Company’s systems and processes.

MsMr. ~~Whitten-Doolin~~Nelson, age 4642, brings ~~more~~nearly ~~than fifteen~~ 20 years of experience in ~~corporate~~a diversified career covering capital markets, logistics, energy, infrastructure, and ~~legal~~investor ~~affairs~~relations, towhich we believe will further strengthen the Company’s executive leadership as it advances toward commercialization. ~~She~~Prior to joining the Company, Mr. Nelson previously served as ~~General~~Chief ~~Counsel~~Financial Officer of Delta Corp Holdings Limited since 2022, ~~Chief~~where ~~Administrative~~he ~~Officer~~helped ~~and~~transform ~~Chief~~the ~~Compliance~~business into a ~~Officer~~fully ~~for~~integrated, ~~Houston~~multinational ~~First~~logistics ~~Corporation.~~and ~~Before~~energy ~~that,~~supply ~~Ms.~~platform ~~Whitten-Doolin~~operating ~~served~~across as18 ~~General~~countries; ~~Counsel~~built and ~~Chief~~expanded ~~Compliance~~the ~~Officer~~global ~~for Ideanomics~~finance, areporting, ~~multi-national~~and ~~publicly-traded~~control ~~electric~~infrastructure ~~vehicle~~required to support rapid growth; executed accretive strategic acquisitions; optimized working capital and ~~renewables~~liquidity ~~corporation~~to fund expansion; and led the company’s transition from private to public ownership. ~~She~~Before ~~also~~that, ~~served~~Mr. Nelson served as Head of ~~Legal~~Investor ~~Operations~~Relations for GasLog Ltd. and ~~Chief~~GasLog ~~Legal Counsel,~~Partners ~~North~~LP. ~~America~~He ~~for~~began ~~Neste~~his ~~and~~career ~~held~~as ~~senior~~an ~~legal~~equity ~~roles~~research analyst at ~~Schlumberger~~Credit Suisse, covering marine transportation and MIoilfield ~~SWACO,~~services ~~Cooper~~equities ~~Industries/Eaton~~and advising on IPO and M&A diligence. MsMr. ~~Whitten-Doolin~~ Nelson also currently serves as an independent director for ~~Vuzix~~Myseum ~~Corporation~~Inc., a privacy and social media technology company focused on innovative and creative user platforms.

MsMr. ~~Whitten-Doolin~~Nelson, as ~~General~~Chief ~~Counsel~~Financial Officer, will be one of the Company’s named executive officers. MsMr. ~~Whitten-Doolin~~Nelson does not have any family ~~relationship~~relationships with any director, executive officer or person nominated or or chosen by the registrant. There are no related party transactions between MsMr. ~~Whitten-Doolin~~Nelson or any member of ~~her~~his immediate family and the Company that would require disclosure under Item 404(a) of Regulation S-K.

The Company and MsMr. ~~Whitten-Doolin~~Nelson entered into the Company’s ~~standard~~ standard form of indemnification agreement. This agreement requires the Company to indemnify MsMr. ~~Whitten-Doolin~~Nelson to the fullest extent permitted by applicable law for certain liabilities to which ~~she~~he may become subject as a result of ~~her~~his service as an officer of the Company. The foregoing summary of the indemnification agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the form indemnification agreement, a copy of which is filed as Exhibit 10.5 to the Company’s Current Report on Form 8-K filed with the SEC on July 28, 2025.

Compensatory Arrangements of ~~Certain~~Chief ~~Officers~~Financial Officer

In connection with MsMr. ~~Whitten-Doolin~~Nelson’s appointment to serve as ~~General~~Chief Financial ~~Counsel~~Officer, ~~she~~he and the Company ~~executed~~entered into an ~~offer~~executive ~~letter of~~ employment agreement (the “Employment ~~Offer Letter~~Agreement”). The Employment Agreement provides for an initial term of three years with automatic annual renewal periods unless either party provides written notice at least 90 days prior to the end of the initial or renewed term. Pursuant to the Employment ~~Offer Letter~~Agreement, MsMr. ~~Whitten-Doolin~~Nelson is entitled to an annual base salary of $350,000, (ii) is eligible for a performance-based target bonus of 50% of ~~her~~his annual base salary, (iii) ~~and~~is ~~will~~eligible beto receive ~~awarded~~an ~~75,000~~annual ~~restricted~~equity ~~stock~~award ~~units~~grant ~~and~~pursuant ~~25,000 stock options subject~~ to the ~~terms and conditions of the~~ Company’s equity incentive plan and ~~provided~~subject into the ~~Employment~~terms ~~Offer~~and ~~Letter~~conditions of such plan; and (iv) may participate in the Company’s standard employee benefits program. MsMr. ~~Whitten-Doolin~~Nelson also entered into the Company’s Employee Confidential Information and Inventions Assignment Agreement.

Item 7.01 Regulation FD Disclosure

On February 317, 2026, the Company issued a press release announcing MsMr. ~~Whitten-Doolin~~Nelson’s appointment. A copy of the press release is furnished as Exhibit 99.1 and incorporated herein by reference.

The information contained in this Item 7.01 and in the accompanying Exhibit 99.1 are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless expressly incorporated by reference in such filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description
99.1		Press Release, dated February 317, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	DEEP ISOLATION, INC.
	DEEP ISOLATION NUCLEAR, INC.
Date: February 9, 2026	By:	/s/ Rodney Baltzer
Date: February 17, 2026	By:	/s/ Rodney Baltzer
		Rodney Baltzer
		President and Chief Executive Officer

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