[144] NuScale Power Corporation SEC Filing

Rhea-AI Filing Summary

Transaction summary: Morgan Stanley Finance LLC, with a full guarantee from Morgan Stanley, is offering Worst-of Contingent Income Securities tied to the S&P 500 (SPX), Nasdaq-100 (NDX) and Russell 2000 (RTY). The notes price on 28 July 2025 and mature on 2 August 2028.

Income profile: Investors may receive a contingent coupon of 7.00%-9.00% per annum, paid quarterly, but only if the closing level of each index is at least 70% of its initial level on the relevant observation date. Miss the barrier on any date and the entire coupon for that quarter is forfeited.

Principal repayment: At maturity the investor is repaid the full $1,000 principal only if the worst-performing index has not fallen below the 70% downside threshold. Should the worst index finish below that threshold, repayment is reduced 1-for-1 with the index decline (e.g., –31% worst performance -> $690 return). There is no upside participation beyond par.

Valuation & liquidity: The issuer’s estimated value is $944.90, implying roughly a 5% original-issue discount due to structuring and hedging costs. The notes will not be listed on any exchange and secondary trading may be limited.

Key risks highlighted: principal is at risk, coupons are non-guaranteed, performance is based on the worst index, investors are exposed to Morgan Stanley credit risk, and U.S. tax treatment remains uncertain.

Insights

Structured Products Analyst

TL;DR High coupon but no upside; 30% buffer mitigates risk, yet worst-of structure and 5% discount lower investor value.

Analysis: The 7-9% contingent rate is attractive versus current short-dated yields, but the quarterly trigger and worst-of design reduce the probability of consistent income—particularly given three disparate indices, one of which (RTY) historically shows higher volatility. The 70% knock-in provides moderate protection, yet once breached losses are uncapped. The indicative valuation of $944.90 indicates roughly 55 bp per annum of structuring cost, in line with peer offerings. From an issuer perspective this is a low-cost funding exercise; from an investor perspective return asymmetry (capped upside, open downside) may appeal only to yield-seeking accounts comfortable with equity-level risk and Morgan Stanley credit exposure.

Portfolio Manager

TL;DR Product is yield-enhancing but capital-at-risk; suitability limited to tactical income sleeves, not core allocations.

Quarterly cash flow can supplement income portfolios if equity markets remain within a –30% band for three years, yet failure on any observation date eliminates that cash flow. Lack of listing and wide bid-ask spreads hamper active risk management, making buy-and-hold almost obligatory. The note does not materially affect Morgan Stanley’s credit profile; therefore, market impact is negligible. For diversified portfolios, exposure should be capped due to asymmetric payoff and uncertain liquidity.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	33000	1287000.00	133386513	07/01/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A	07/01/2025	Options Granted - 02/14/2018	Issuer			33000	07/01/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Jose N. Reyes Jr. 1100 NE Circle Blvd. Suite 200 Corvallis OR 97330	Class A	04/02/2025	33000	499422.00
Jose N. Reyes Jr 1100 NE Circle Blvd. Suite 200 Corvallis OR 97330	Class A	05/05/2025	16134	270780.15

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)