0002019804false0002019804imsr:RedeemableWarrantsEachWholeWarrantExercisableForOneCommonStockAtPriceOf11.50PerShareMember2026-06-112026-06-110002019804imsr:CommonStockParValue0.0001PerShareMember2026-06-112026-06-1100020198042026-06-112026-06-11

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): June 11, 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 5.07 Submission of Matters to a Vote of Security Holders

On June 11, 2026, Terrestrial Energy Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the matters described in the Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2026 (the “Proxy Statement”). The final voting results for the matters submitted to a vote of stockholders were as follows:

The Company’s stockholders elected the three nominees to the Company’s Board of Directors to serve for three-year terms as Class I directors, with the votes cast as follows:

Director Name

For

Withheld

Broker Non-Votes

Frederick Buckman

56,661,573

303,610

12,704,151

William Johnson

56,668,879

296,304

12,704,151

Hugh MacDiarmid

56,662,842

302,341

12,704,151

The Company’s stockholders ratified the appointment of UHY LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with votes cast as follows:


For

Against

Abstain

69,103,315

400,853

165,166

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: June 12, 2026

TERRESTRIAL ENERGY INC.

 

 

 

By:

/s/ Brian Thrasher

 

Name:

Brian Thrasher

 

Title:

Chief Financial Officer


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