NET Power (NYSE: NPWR) 10% holders report indirect stock sales in January

Rhea-AI Filing Summary

NET Power Inc. 10% holders reported indirect share sales in January 2026. Entities associated with 8 Rivers Capital, LLC and Damian R. Beauchamp disclosed three open-market sales of NET Power Class A common stock by NPEH, LLC on January 14, 15, and 16, 2026. The trades covered 135,000 shares at a weighted average price of $2.7379, 135,000 shares at $2.5718, and 230,000 shares at $2.6325, all reported as sales.

After these transactions, NPEH, LLC was reported as indirectly holding 1,550,000 Class A shares. 8 Rivers Capital, LLC, as manager and holder of approximately 90.9% of NPEH’s equity, and Mr. Beauchamp, who indirectly owns approximately 68.5% of 8 Rivers, may each be deemed beneficial owners to the extent of their pecuniary interests, but both expressly disclaim beneficial ownership beyond that.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

8 Rivers Capital, LLC

(Last) (First) (Middle)

406 BLACKWELL STREET, 4TH FLOOR

(Street)

DURHAM NC 27701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NET Power Inc. [ NPWR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/14/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	01/14/2026		S		135,000	D	$2.7379(1)	1,915,000	I	By: NPEH, LLC(4)(5)
Class A Common Stock	01/15/2026		S		135,000	D	$2.5718(2)	1,780,000	I	By: NPEH, LLC(4)(5)
Class A Common Stock	01/16/2026		S		230,000	D	$2.6325(3)	1,550,000	I	By: NPEH, LLC(4)(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

8 Rivers Capital, LLC

(Last) (First) (Middle)

406 BLACKWELL STREET, 4TH FLOOR

(Street)

DURHAM NC 27701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

BEAUCHAMP DAMIAN R.

(Last) (First) (Middle)

406 BLACKWELL STREET, 4TH FLOOR

(Street)

DURHAM NC 27701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The price reported reflects the weighted average sales price. The shares of Class A Common Stock were sold in multiple trades at prices ranging from $2.725 to $2.755. NPEH, LLC ("NPEH") will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

2. The price reported reflects the weighted average sales price. The shares of Class A Common Stock were sold in multiple trades at prices ranging from $2.50 to $2.77. NPEH will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

3. The price reported reflects the weighted average sales price. The shares of Class A Common Stock were sold in multiple trades at prices ranging from $2.535 to $2.705. NPEH will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

4. As manager and holder of approximately 90.9% of the outstanding equity in NPEH, 8 Rivers Capital, LLC ("8 Rivers") may be deemed to be a beneficial owner of the securities directly owned by NPEH. 8 Rivers disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that 8 Rivers is the beneficial owner of such securities for purposes of Section 16 or otherwise.

5. Damian R. Beauchamp ("Mr. Beauchamp") independently indirectly owns approximately 68.5% of 8 Rivers. Accordingly, Mr. Beauchamp may be deemed the indirect beneficial owner of the securities owned by NPEH to the extent of his pecuniary interest therein. Mr. Beauchamp disclaims beneficial ownership of any such securities, except to the extent of his or her pecuniary interest therein, if any, and this report shall not be deemed an admission that Mr. Beauchamp is the beneficial owner of such securities for purposes of Section 16 or otherwise.

	By: /s/ Min Lee, General Counsel of 8 Rivers Capital, LLC	01/16/2026
	By: /s/ Damian R. Beauchamp	01/16/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did NET Power (NPWR) report in this Form 4?

The filing reports that entities associated with 8 Rivers Capital, LLC and Damian R. Beauchamp, both listed as 10% owners of NET Power Inc. (NPWR), reported indirect sales of Class A common stock executed by NPEH, LLC over three consecutive days in January 2026.

How many NET Power shares were sold and at what prices?

NPEH, LLC sold 135,000 Class A shares on January 14, 2026 at a weighted average price of $2.7379, 135,000 shares on January 15, 2026 at $2.5718, and 230,000 shares on January 16, 2026 at $2.6325. Each price is a weighted average of multiple trades within disclosed ranges.

How many NET Power shares did NPEH, LLC hold after the reported sales?

Following the January 16, 2026 transaction, the Form 4 states that NPEH, LLC beneficially owned 1,550,000 shares of NET Power Class A common stock indirectly.

What is 8 Rivers Capital, LLC’s relationship to the NET Power shares?

The footnotes explain that 8 Rivers Capital, LLC is the manager and holder of approximately 90.9% of the outstanding equity in NPEH, LLC, and may be deemed a beneficial owner of the NET Power shares directly held by NPEH to the extent of its pecuniary interest, while expressly disclaiming beneficial ownership beyond that.

How is Damian R. Beauchamp connected to these NET Power share sales?

The filing states that Damian R. Beauchamp indirectly owns approximately 68.5% of 8 Rivers. As a result, he may be deemed an indirect beneficial owner of NET Power shares owned by NPEH, LLC to the extent of his pecuniary interest, but he also disclaims beneficial ownership beyond that.

Were the reported NET Power sales made directly by the individual insider?

No. The transactions are reported as indirect ownership, with the nature of ownership listed as "By: NPEH, LLC". The economic interests of 8 Rivers Capital, LLC and Damian R. Beauchamp are described through their stakes in NPEH and 8 Rivers, with both parties disclaiming beneficial ownership except for their pecuniary interests.