SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Goldman Tepper Leslie
(Last) (First) (Middle)
C/O DEEP ISOLATION NUCLEAR, INC.
2001 ADDISON STREET, SUITE 300
(Street)
BERKELEY CA 94704
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/23/2025 		3. Issuer Name and Ticker or Trading Symbol
Deep Isolation Nuclear, Inc. [ NONE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 65,187(1) D
Common Stock 25,000 I By Bella AJT Holdings, LLC(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (3) 05/16/2032 Common Stock 77,512(4) $0.2(4) D
Stock Option (Right to Buy) (5) 11/13/2033 Common Stock 271,291(6) $0.18(6) D
Explanation of Responses:
1. Received in connection with the Issuer's merger (the "Merger") with Deep Isolation, Inc. ("Deep Isolation") in accordance with the terms of the Agreement and Plan of Merger and Reorganization dated as of July 23, 2025, by and among the Issuer (f/k/a Aspen-1 Acquisition Inc..), Deep Isolation Acquisition Corp. and Deep Isolation (the "Merger Agreement"), in exchange for 2,523 shares of Deep Isolation common stock held by the Reporting Person immediately prior to the effective time of the Merger. Pursuant to the terms of the Merger Agreement, at the effective time of the Merger, each issued and outstanding share of Deep Isolation capital stock was converted into the right to receive 25.837283 shares of the Issuer's common stock (the "Conversion Ratio"), rounded to the nearest whole share. The Merger closed on July 23, 2025.
2. The Reporting Person is a member of Bella AJT Holdings, LLC and shares voting and investment power over and a pecuniary interest in the securities held by such entity.
3. The stock option is subject to a 4-year vesting schedule, with 25% of the option shares vested as of May 1, 2023 and 1/48th of the remaining shares vesting monthly over the 36-month period thereafter, subject to the Reporting Person's continued service through each vesting date.
4. Received in connection with Merger in accordance with the terms of the Merger Agreement, in exchange for options to acquire 3,000 shares of Deep Isolation common stock at an exercise price of $5.20 per share held by the Reporting Person immediately prior to the effective time of the Merger. Pursuant to the terms of the Merger Agreement, at the effective time of the Merger, the number of shares of Deep Isolation common stock subject to each outstanding but unexercised option to purchase Deep Isolation common stock (each such option, an "Outstanding Option," and such number of shares of Deep Isolation common stock subject to such Outstanding Option, the "option shares") was converted into an option to purchase the number of shares of the Issuer's common stock equal to the option shares multiplied by the Conversion Ratio, rounded to the nearest whole share, and the exercise price of each Outstanding Option was divided by the Conversion Ratio, rounded to the nearest whole cent.
5. The stock option is subject to a 4-year vesting schedule, with 25% of the option shares vested as of June 1, 2024 and 1/48th of the remaining shares vesting monthly over the 36-month period thereafter, subject to the Reporting Person's continued service through each vesting date.
6. Received in connection with Merger in accordance with the terms of the Merger Agreement in exchange for options to acquire 10,500 shares of Deep Isolation common stock at an exercise price of $4.61 per share held by the Reporting Person immediately prior to the effective time of the Merger. Pursuant to the terms of the Merger Agreement, at the effective time of the Merger, the number of option shares subject to each Outstanding Option was converted into an option to purchase the number of shares of the Issuer's common stock equal to the option shares multiplied by the Conversion Ratio, rounded to the nearest whole share, and the exercise price of each Outstanding Option was divided by the Conversion Ratio, rounded to the nearest whole cent.
/s/ Leslie Goldman Tepper 08/05/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.