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NET Power (NPWR) director-affiliated holder reports multi-day insider share sales

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

NET Power Inc. director-linked entity reports multiple stock sales. An indirect holder, NPEH, LLC, reported three open‑market sales of NET Power Class A common stock in early December 2025. On December 4, 2025, NPEH sold 65,000 shares at a weighted average price of $2.9424 per share. On December 5, 2025, it sold 105,000 shares at a weighted average price of $2.9064, and on December 8, 2025, it sold 140,000 shares at a weighted average price of $2.8091.

Following these transactions, NPEH reported indirect beneficial ownership of 2,590,000 NET Power Class A shares. The filing notes that 8 Rivers Capital, LLC, as manager and majority equity holder of NPEH, and Damian R. Beauchamp, as a majority owner of 8 Rivers, may each be deemed indirect beneficial owners to the extent of their pecuniary interests, while both disclaim beneficial ownership beyond those interests.

Positive

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Negative

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Insights

Director-affiliated entity sold 310,000 NPWR shares over three days, retaining 2,590,000 shares via indirect ownership.

The filing reports sales of Class A Common Stock of NET Power Inc. by affiliated entity NPEH, LLC on three dates: 12/04/2025, 12/05/2025, and 12/08/2025. The transactions were open-market sales coded "S" totaling 310,000 shares: 65,000 at a weighted average price of $2.9424, 105,000 at $2.9064, and 140,000 at $2.8091. After these sales, NPEH reports beneficial ownership of 2,590,000 shares held as indirect ownership.

The price disclosures use weighted averages, with actual trade prices within stated ranges between $2.75 and $3.00, and NPEH commits to provide full trade breakdowns on request. The structure of ownership is layered: NPEH directly holds the shares; 8 Rivers Capital, LLC is manager and holder of approximately 90.9% of NPEH’s equity, and Damian R. Beauchamp indirectly owns approximately 68.5% of 8 Rivers. Each upstream entity disclaims beneficial ownership beyond its pecuniary interest, which is standard language to limit legal attribution.

This filing signals a reduction, but not an exit, of an indirect position tied to a director, leaving a sizable remaining stake of 2,590,000 shares. The key items to watch are any future Form 4 filings showing additional sales by NPEH or changes in the ownership percentages of 8 Rivers and Mr. Beauchamp, especially if patterns continue over subsequent reporting dates after 12/08/2025.

Insider 8 Rivers Capital, LLC, BEAUCHAMP DAMIAN R.
Role 10% Owner | 10% Owner
Sold 310,000 shs ($890K)
Type Security Shares Price Value
Sale Class A Common Stock 140,000 $2.8091 $393K
Sale Class A Common Stock 105,000 $2.9064 $305K
Sale Class A Common Stock 65,000 $2.9424 $191K
Holdings After Transaction: Class A Common Stock — 2,590,000 shares (Indirect, By: NPEH, LLC)
Footnotes (1)
  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 $2.885 to $3.00. 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. 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 $2.85 to $2.98. 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. 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 $2.75 to $2.87. 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. 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. 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.
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Form 4 Insider Transactions: What Each Field Means →
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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)
12/04/2025
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 12/04/2025 S 65,000 D $2.9424(1) 2,835,000 I By: NPEH, LLC(4)(5)
Class A Common Stock 12/05/2025 S 105,000 D $2.9064(2) 2,730,000 I By: NPEH, LLC(4)(5)
Class A Common Stock 12/08/2025 S 140,000 D $2.8091(3) 2,590,000 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 $2.885 to $3.00. 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 $2.85 to $2.98. 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 $2.75 to $2.87. 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 12/08/2025
By: /s/ Damian R. Beauchamp 12/08/2025
** 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 4 (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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did NET Power Inc. (NPWR) report in this Form 4?

The filing reports that NPEH, LLC, an entity associated with a director and 10% owner, sold NET Power Class A common stock in three separate open‑market transactions on December 4, 5 and 8, 2025 at weighted average prices between $2.8091 and $2.9424 per share.

How many NET Power (NPWR) shares did NPEH, LLC sell and at what prices?

NPEH, LLC sold 65,000 shares at a weighted average price of $2.9424 on December 4, 2025, 105,000 shares at $2.9064 on December 5, 2025, and 140,000 shares at $2.8091 on December 8, 2025. Each price reflects multiple trades within a disclosed range.

How many NET Power (NPWR) shares does NPEH, LLC report owning after these sales?

After the reported transactions, NPEH, LLC reports indirect beneficial ownership of 2,590,000 shares of NET Power Class A common stock.

Who may be deemed indirect beneficial owners of NPEH, LLC’s NET Power (NPWR) shares?

The filing states that 8 Rivers Capital, LLC, as manager and holder of approximately 90.9% of NPEH’s outstanding equity, and Damian R. Beauchamp, who indirectly owns approximately 68.5% of 8 Rivers, may each be deemed indirect beneficial owners to the extent of their pecuniary interests, while both disclaim beneficial ownership beyond those interests.

What do the price ranges mentioned in the NET Power (NPWR) Form 4 mean?

For each sale date, the reported price is a weighted average. The filing explains that the shares were sold in multiple trades within ranges: $2.885–$3.00, $2.85–$2.98, and $2.75–$2.87 on the respective dates. NPEH, LLC states it will provide full trade‑level detail upon request to the SEC, the issuer, or any security holder.