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Longtime Terrestrial Energy (NASDAQ: IMSR) director to step down

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Terrestrial Energy Inc. reported that director David Hill has notified the company he will resign from its Board of Directors effective July 1, 2026.

Hill has served on the Board since 2014, and the company states his resignation is not due to any disagreement about its operations, policies, or practices.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Resignation effective date July 1, 2026 Effective date of David Hill’s board resignation
Resignation notice date May 5, 2026 Date David Hill informed the company of his decision
Board service start year 2014 Year David Hill joined Terrestrial Energy’s Board
Board of Directors financial
"he was resigning from the Company’s Board of Directors (the “Board”)"
The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Redeemable Warrants financial
"Redeemable Warrants, each whole warrant exercisable for one Common Stock"
A redeemable warrant is a tradable right that lets its holder buy a company’s shares at a fixed price before a set date, but the issuer has the contract power to cancel (redeem) the warrant early under agreed terms. For investors this matters because early redemption can force decision-making, change the timing of when new shares might be created, and affect potential gains or dilution—much like a store coupon that the issuer can cancel by paying you off instead of letting you use it.
Common Stock financial
"Common Stock, par value $0.0001 per share"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
0002019804false0002019804imsr:RedeemableWarrantsEachWholeWarrantExercisableForOneCommonStockAtPriceOf11.50PerShareMember2026-05-052026-05-050002019804imsr:CommonStockParValue0.0001PerShareMember2026-05-052026-05-0500020198042026-05-052026-05-05

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): May 5, 2026

TERRESTRIAL ENERGY INC.

(Exact name of registrant as specified in its charter)

Delaware

  ​ ​ ​

001-42252

  ​ ​ ​

98-1785406

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

2730 W. Tyvola Road, Suite 100

Charlotte, NC 28217

(Address of principal executive offices, including zip code)

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

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:

 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

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

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.

On May 5, 2026, David Hill informed Terrestrial Energy Inc. (the “Company”) that he was resigning from the Company’s Board of Directors (the “Board”), effective July 1, 2026. Mr. Hill joined the Board in 2014 and his decision to resign from the Board is not the result of any disagreement on any matter relating to the Company’s operations, policies or practices.

SIGNATURES

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.

Date: May 8, 2026

TERRESTRIAL ENERGY INC.

 

 

 

By:

/s/ Brian Thrasher

 

Name:

Brian Thrasher

 

Title:

Chief Financial Officer

FAQ

What board change did Terrestrial Energy (IMSR) disclose in this 8-K?

Terrestrial Energy disclosed that director David Hill will resign from its Board of Directors, effective July 1, 2026. The filing notes his decision is not due to any disagreement over the company’s operations, policies, or practices, suggesting a routine governance change.

When will Terrestrial Energy (IMSR) director David Hill’s resignation become effective?

David Hill’s resignation from Terrestrial Energy’s Board of Directors will become effective on July 1, 2026. He informed the company of his decision on May 5, 2026, providing advance notice to support an orderly transition in the board’s composition and responsibilities.

Did Terrestrial Energy (IMSR) report any disagreement linked to David Hill’s resignation?

No. Terrestrial Energy stated that David Hill’s decision to resign from the Board is not the result of any disagreement relating to the company’s operations, policies, or practices. This language typically signals that the departure is not associated with a conflict or dispute.

How long has David Hill served on Terrestrial Energy’s Board of Directors?

David Hill joined Terrestrial Energy’s Board of Directors in 2014, giving him more than a decade of board service by the time his resignation becomes effective on July 1, 2026. The filing highlights his long tenure as part of the governance context for investors.

Who signed the Terrestrial Energy (IMSR) 8-K reporting the director resignation?

The 8-K reporting David Hill’s planned resignation was signed on behalf of Terrestrial Energy by Brian Thrasher, the company’s Chief Financial Officer. His signature indicates the filing was authorized and submitted under the company’s standard Securities Exchange Act responsibilities.

Filing Exhibits & Attachments

4 documents