Fluor plans sale of 27M NuScale shares under Rule 144

Fluor Corp has filed a notice of proposed sale under Rule 144 to dispose of up to 27,000,000 shares of Class A common stock of NuScale Power, with an aggregate market value of $386,370,000.

Accepted by SEC EDGAR 02/17/2026 - 09:28 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Fluor Corp has filed a notice of proposed sale under Rule 144 to dispose of up to 27,000,000 shares of Class A common stock of NuScale Power, with an aggregate market value of $386,370,000. The shares are expected to be sold on the NYSE through BofA Securities, Inc. around February 17, 2026.

The notice states that these securities were acquired on November 7, 2025 through an exchange of Class B common units of NuScale Power, LLC. It also discloses that Fluor Corp sold 71,000,000 shares of NuScale Class A common stock on February 13, 2026 for gross proceeds of $1,352,538,262. NuScale had 282,843,482 Class A shares outstanding at the time referenced.

Positive

• None.

Negative

• Large selling overhang from major holder: Fluor Corp has already sold 71,000,000 NuScale Class A shares for $1,352,538,262 and plans to sell up to another 27,000,000 shares valued at $386,370,000, representing a sizable portion of the 282,843,482 shares outstanding.

Insights

Equity capital markets analyst

Large shareholder plans further NuScale share sales after a sizable recent disposal.

The filing shows Fluor Corp, a major NuScale Power shareholder, intends to sell up to 27,000,000 Class A shares under Rule 144. The planned sale, with an aggregate market value of $386,370,000, is to be executed on the NYSE through BofA Securities around February 17, 2026.

The notice also reports that Fluor sold 71,000,000 NuScale Class A shares on February 13, 2026, generating gross proceeds of $1,352,538,262. NuScale had 282,843,482 Class A shares outstanding as of the referenced date, so the disclosed transactions involve a substantial portion of the equity float. Actual market impact will depend on execution pace and overall trading liquidity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does Fluor Corp’s Form 144 filing for NuScale Power (SMR) disclose?

The filing discloses that Fluor Corp plans to sell up to 27,000,000 NuScale Class A shares under Rule 144. The planned sale has an aggregate market value of $386,370,000 and is expected to occur on the NYSE through BofA Securities around February 17, 2026.

How many NuScale Power (SMR) shares is Fluor Corp planning to sell now?

Fluor Corp plans to sell up to 27,000,000 shares of NuScale’s Class A common stock. The filing lists an aggregate market value of $386,370,000 for this potential sale, to be executed on the NYSE through BofA Securities around February 17, 2026.

What NuScale Power (SMR) share sales has Fluor Corp completed in the last three months?

The filing shows that Fluor Corp sold 71,000,000 NuScale Class A shares on February 13, 2026. Those shares generated gross proceeds of $1,352,538,262, and this transaction is reported as the only sale in the prior three-month period covered by the notice.

How were Fluor Corp’s NuScale Power (SMR) shares originally acquired?

According to the notice, Fluor’s shares were acquired on November 7, 2025. The acquisition occurred through an exchange of Class B common units of NuScale Power, LLC for Class A common stock, with 110,936,472 securities acquired in that exchange-based transaction.

How many NuScale Power (SMR) Class A shares are outstanding in this Form 144?

The document states that 282,843,482 Class A common shares of NuScale Power were outstanding as of the referenced date. This baseline figure helps contextualize Fluor Corp’s disclosed transactions relative to the company’s total equity capitalization.

Which broker and exchange are involved in Fluor Corp’s planned NuScale Power (SMR) share sale?

The planned sale is to be executed through BofA Securities, Inc. The notice lists BofA’s New York office at One Bryant Park and identifies the NYSE as the securities exchange where the NuScale Class A common stock is expected to be sold.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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	0001124198
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	NUSCALE POWER Corp
SEC File Number	001-39736
Address of Issuer	1100 NE CIRCLE BLVD., SUITE 350 CORVALLIS OREGON 97330
Phone	(971) 371-1592
Name of Person for Whose Account the Securities are To Be Sold	FLUOR CORP
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	Director
Relationship to Issuer	10% Stockholder

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 Common stock	BofA Securities, Inc. One Bryant Park 8th Floor New York NY 10036	27000000	386370000.00	282843482	02/17/2026	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 Common Stock	11/07/2025	Pursuant to the exchange of Class B common units of NuScale Power, LLC	Issuer			110936472	11/07/2025	Exchange of Class B Common Units

* 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
Flour Corp 6700 Las Colinas Blvd Irving TX 75039	Class A Common Stock	02/13/2026	71000000	1352538262.00

144: Remarks and Signature

Remarks	In accordance with interpretive letters from the SEC to Goldman, Sachs & Co. (12/20/99) and Bank of America, N.A., Merrill Lynch, Pierce, Fenner & Smith Inc. (12/1/11), the shares being sold are expected to be subject to post-paid forward sale contracts (Contracts) with a financial institution. At maturity, the seller expects to deliver the number of shares described herein and receive a cash payment based on the VWAP of the Common Stock during a valuation period determined by the financial institution, subject to an agreed maturity window. The seller expects to pledge the shares subject to the Contracts as collateral. Any hedging activity in connection with the Contracts would be conducted by or through the broker named herein.
Date of Notice	02/17/2026
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	Kevin B. Hammonds, Executive Vice President, Chief Legal Officer and Corporate Secretary
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)