Standard Nuclear, Inc. filed a Form 8-K with the SEC on August 14, 2026, disclosing the appointment of Seth Cohen to its Board of Directors effective August 12, 2026, expanding the board from four to five members.

Key Highlights

  • Board expansion: The Board increased its size from four to five directors by adding one Class II director seat.
  • New director: Seth Cohen was appointed to fill the resulting vacancy on August 12, 2026.
  • Committee assignment: Mr. Cohen will also serve on the Company's Compensation Committee.
  • Term length: Mr. Cohen's term expires at the 2028 annual meeting of stockholders, or until his successor is duly elected and qualified, or until his earlier death, resignation, disqualification or removal.
  • Independence determination: The Board determined Mr. Cohen qualifies as an "independent director" under New York Stock Exchange listing standards, including additional independence requirements for compensation committee members.
  • Prior role: Mr. Cohen most recently served as Chief Counsel for Nuclear Policy at the U.S. Department of Energy from June 2025 to June 2026.
  • Indemnification: The Company entered into an indemnification agreement with Mr. Cohen covering liabilities arising from his service as a director.

Seth Cohen's Background and Compensation Arrangements at Standard Nuclear

According to the filing, Standard Nuclear, Inc. (NYSE:STDN) appointed Seth Cohen to its Board of Directors on August 12, 2026, following a vote to increase the number of Class II directors. The Board determined that Mr. Cohen meets the independence standards of the New York Stock Exchange, including the additional requirements applicable to compensation committee members under Section 303A.02(a)(ii) and Rule 10C-1 under the Securities Exchange Act of 1934, as amended.

The filing outlines Mr. Cohen's professional history. He served as Chief Counsel for Nuclear Policy at the U.S. Department of Energy from June 2025 to June 2026. Prior to that, he practiced law at Kirkland & Ellis LLP from September 2022 to May 2025, and served as a law clerk for the Honorable Elizabeth Lee Branch of the U.S. Court of Appeals for the Eleventh Circuit from August 2021 to August 2022, and for the Honorable Kenneth Kiyul Lee of the U.S. Court of Appeals for the Ninth Circuit from August 2020 to August 2021.

Regarding compensation, the filing states Mr. Cohen will be eligible to receive the Company's standard annual director compensation as previously disclosed in the Company's Registration Statement on Form S-1 (File No. 333-296922), declared effective by the SEC on July 15, 2026. His compensation will be pro-rated for 2026 based on the effective date of his appointment. The filing also states that "there is no arrangement or understanding between Mr. Cohen and any other person pursuant to which he was selected as a director" and that no transaction requiring disclosure under Item 404(a) of Regulation S-K exists.

What Was Disclosed

Standard Nuclear, Inc. disclosed the board expansion from four to five directors, the appointment of Seth Cohen as a Class II independent director and Compensation Committee member, his professional background, his compensation eligibility, and the execution of an indemnification agreement.