Terrestrial Energy (IMSR) furnishes Nasdaq investors with new shareholder update letter

Rhea-AI Filing Summary

Terrestrial Energy Inc. filed a current report to let investors know it has shared a new corporate update with shareholders. On January 29, 2026, the company issued a letter providing this update, which is attached to the filing as Exhibit 99.1 and incorporated by reference.

The report states that the shareholder letter and related information are being furnished under Regulation FD, meaning they are provided for fair disclosure but are not treated as filed for liability purposes under the Exchange Act or automatically included in other securities filings.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

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CURRENT REPORT

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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): January 29, 2026

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TERRESTRIAL ENERGY INC.

(Exact name of registrant as specified in its charter)

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Delaware	​ ​ ​	001-42252	​ ​ ​	98-1785406
(State or other jurisdiction of incorporation)	​	(Commission File Number)	​	(IRS Employer Identification No.)

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2730 W. Tyvola Road, Suite 100

Charlotte, NC 28217

(Address of principal executive offices, including zip code)

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Registrant’s telephone number, including area code: (646) 687-8212

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Not Applicable

(Former name or former address, if changed since last report)

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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:

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

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

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

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

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Securities registered pursuant to Section 12(b) of the Act

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Title of each class	​ ​ ​	Trading Symbol(s)	​ ​ ​	Name of each exchange on which registered
Common Stock, par value $0.0001 per share		IMSR		The Nasdaq Stock Market LLC
Redeemable Warrants, each whole warrant exercisable for one Common Stock at a price of $11.50 per share		IMSRW		The Nasdaq Stock Market LLC

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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).

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Emerging growth company ☒

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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. ☐

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Item 7.01 Regulation FD Disclosure.

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On January 29, 2026, Terrestrial Energy Inc. issued a letter providing a corporate update to shareholders. A copy of the letter is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

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The information set forth under this Item 7.01, including Exhibit 99.1, is intended to be 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, except as expressly set forth by specific reference in such filing.

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Item 9.01. Financial Statements and Exhibits.

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Exhibit	​ ​ ​	Description
99.1	​	Letter to Shareholders, dated January 29, 2026
104	​	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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SIGNATURES

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

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Date: January 29, 2026	TERRESTRIAL ENERGY INC.
	By:	/s/ Brian Thrasher
	Name:	Brian Thrasher
	Title:	Chief Financial Officer

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FAQ

What did Terrestrial Energy Inc. (IMSR) disclose in this 8-K filing?

Terrestrial Energy Inc. disclosed that it issued a shareholder letter providing a corporate update on January 29, 2026. The letter is included as Exhibit 99.1 and is incorporated by reference as part of the furnished information under Regulation FD.

What is Exhibit 99.1 in Terrestrial Energy Inc.’s IMSR 8-K filing?

Exhibit 99.1 is a letter to shareholders dated January 29, 2026, providing a corporate update. The company furnished this letter with the 8-K and incorporated it by reference as part of its Regulation FD disclosure to investors.

Is the Terrestrial Energy Inc. shareholder letter considered filed with the SEC?

The shareholder letter is furnished, not deemed filed, for purposes of Section 18 of the Exchange Act. The company specifies that it is not subject to Section 18 liabilities or incorporated into other Securities Act or Exchange Act filings unless expressly referenced.

Why did Terrestrial Energy Inc. use Item 7.01 Regulation FD Disclosure?

The company used Item 7.01 to furnish its shareholder letter so all investors receive the corporate update at the same time. Regulation FD is intended to ensure fair disclosure of material information to the broader market, rather than only select parties.

What securities of Terrestrial Energy Inc. are listed on Nasdaq?

Terrestrial Energy Inc. lists its Common Stock with a par value of $0.0001 per share under the symbol IMSR, and its redeemable warrants, each exercisable for one common share at $11.50 per share, under the symbol IMSRW on The Nasdaq Stock Market LLC.

Who signed Terrestrial Energy Inc.’s January 29, 2026 8-K filing?

The 8-K was signed on behalf of Terrestrial Energy Inc. by Brian Thrasher, the company’s Chief Financial Officer. His signature confirms the company’s authorization of the current report and the furnished shareholder letter dated January 29, 2026.