IMSR insider update: Matthews receives 2.755M shares, 775k warrants
Rhea-AI Filing Summary
Terrestrial Energy Inc. reported an insider ownership update on a Form 4. On November 6, 2025, HCM Investor Holdings II, LLC (the “Sponsor”) made a Rule 16a-13 exempt distribution to its members for no consideration.
The Sponsor distributed an aggregate 5,675,000 shares of common stock and 4,275,000 warrants. Shawn Matthews received 2,755,000 shares and 775,000 warrants. Following the transactions, the tables show 533,514 shares held directly and 2,755,000 shares held indirectly. Warrants carried a $11.5 exercise price, became exercisable on 11/27/2025, and expire on 10/28/2030, with indirect holdings including 775,000 warrants via the Sponsor and 1,267,599 warrants via Hondo Holdings LLC.
Positive
- None.
Negative
- None.
Insights
Administrative, non-cash insider redistribution; ownership re-labeled.
This Form 4 records a non-cash, Rule 16a-13 exempt distribution from HCM Investor Holdings II, LLC to its members, including Shawn Matthews. It changes how holdings are categorized (direct vs. indirect) without indicating a purchase or sale for consideration.
Key figures disclosed: aggregate 5,675,000 shares and 4,275,000 warrants distributed; Matthews’ portion of 2,755,000 shares and 775,000 warrants. The warrant terms include a $11.5 exercise price, exercisable from 11/27/2025 to 10/28/2030. Actual market impact depends on future holder decisions; this filing itself records ownership changes.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Warrants | 3,500,000 | $0.00 | -- |
| Other | Common Stock, par value $0.0001 per share | 2,920,000 | $0.00 | -- |
| holding | Warrants | -- | -- | -- |
| holding | Common Stock, par value $0.0001 per share | -- | -- | -- |
Footnotes (1)
- On November 6, 2025, HCM Investor Holdings II, LLC (the "Sponsor") distributed an aggregate of 5,675,000 shares of common stock, par value $0.0001 per share of the Issuer ("Common Stock") and 4,275,000 Warrants, convertible to 4,275,000 shares of Common Stock, to its members as a distribution for no consideration in accordance with the terms of the Sponsor's limited liability company agreement. 2,755,000 shares of Common Stock and 775,000 Warrants were distributed to Shawn Matthews on such basis. Under Rule 16a-13 promulgated under the Securities Exchange Act of 1934, as a change in form of beneficial ownership, the reported distribution by the Sponsor (as it relates to Mr. Matthews' deemed beneficial ownership of the securities held by the Sponsor) to its members from the Sponsor, were exempt from Section 16 of the Securities Exchange Act of 1934. Shawn Matthews is the record holder of such securities. Shawn Matthews is the sole Managing Member of HCM Investor Holdings II, LLC and shares voting and investment discretion with respect to the securities held by HCM Investor Holdings II, LLC. Mr. Matthews is the sole managing member of Hondo Holdings LLC, which is registered owner of these warrants, and Mr. Matthews holds voting and investment power with respect to warrants held of record by Hondo Holdings LLC.
