NuScale Power (SMR) CTO reports RSU grant and tax sell-to-cover trade

Rhea-AI Filing Summary

NuScale Power Chief Technology Officer Jose N. Reyes Jr. reported multiple equity compensation events. On February 28, 2026, he received a grant of 89,494 restricted stock units, which vest annually in three installments beginning on the grant anniversary.

On March 2, 2026, previously granted restricted stock units were exercised and converted into Class A common stock on a one-for-one basis, with shares held indirectly through the Jose N. Reyes, Jr. Trust dated August 2, 2021. The trust then sold 25,951 Class A shares at $12.22 per share in an open-market transaction solely to cover tax withholding obligations through a “sell to cover” arrangement.

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^*

Reyes Jose N Jr

(Last) (First) (Middle)

1100 NE CIRCLE BLVD.

SUITE 350

(Street)

CORVALLIS OR 97330

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NUSCALE POWER Corp [ SMR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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

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

X	Form filed by One Reporting Person
	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	03/02/2026		M		26,640	A	(1)	247,270	I	By Jose N. Reyes, Jr. Trust, dated August 2, 2021
Class A Common Stock	03/02/2026		M		31,250	A	(1)	278,520	I	By Jose N. Reyes, Jr. Trust, dated August 2, 2021
Class A Common Stock	03/02/2026		M		15,512	A	(1)	294,032	I	By Jose N. Reyes, Jr. Trust, dated August 2, 2021
Class A Common Stock	03/02/2026		S		25,951(2)	D	$12.22	268,081	I	By Jose N. Reyes, Jr. Trust, dated August 2, 2021

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
Restricted Stock Unit	(1)	03/02/2026		M			26,640	(3)	(3)	Class A Common Stock	26,640	$0	0	D
Restricted Stock Unit	(1)	03/02/2026		M			31,250	(4)	(4)	Class A Common Stock	31,250	$0	31,250	D
Restricted Stock Unit	(1)	03/02/2026		M			15,512	(5)	(5)	Class A Common Stock	15,512	$0	31,026	D
Restricted Stock Unit	(1)	02/28/2026		A		89,494		(6)	(6)	Class A Common Stock	89,494	$0	89,494	D

Explanation of Responses:

1. Restricted Stock Units convert into Class A Common stock on a one-for-one basis.

2. The sales reported on this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sales were to satisfy tax withholding obligations to be funded by a "sell to cover" transaction.

3. On February 28, 2023, the reporting person was granted 79,922 restricted stock units, vesting annually in three installments beginning on the anniversary of the grant date.

4. On February 28, 2024, the reporting person was granted 93,750 restricted stock units, vesting annually in three installments beginning on the anniversary of the grant date.

5. On February 28, 2025, the reporting person was granted 46,538 restricted stock units, vesting annually in three installments beginning on the anniversary of the grant date.

6. On February 28, 2026, the reporting person was granted 89,494 restricted stock units, vesting annually in three installments beginning on the anniversary of the grant date.

Remarks:

	Patrick C. Cannon, attorney-in-fact for Jose N. Reyes, Jr.	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did NuScale Power (SMR) report for Jose N. Reyes Jr.?

The filing shows equity compensation activity for CTO Jose N. Reyes Jr., including RSU grants, conversions into Class A common stock, and a related sale of 25,951 shares at $12.22 per share executed to cover tax withholding obligations via a sell-to-cover transaction.

How many NuScale Power (SMR) shares were sold in this Form 4 filing?

The Form 4 reports that the Jose N. Reyes, Jr. Trust sold 25,951 shares of NuScale Power Class A common stock at $12.22 per share. According to the disclosure, this open-market sale was conducted solely to satisfy tax withholding obligations from vested restricted stock units.

Was the NuScale Power (SMR) insider sale a discretionary sale or for taxes?

The sale was for tax purposes. The filing states that shares sold by the Jose N. Reyes, Jr. Trust represented a sell-to-cover transaction to fund tax withholding obligations arising from the vesting and settlement of restricted stock units previously granted to the company’s Chief Technology Officer.

What new restricted stock units did NuScale Power (SMR) grant to its CTO?

On February 28, 2026, NuScale granted 89,494 restricted stock units to Chief Technology Officer Jose N. Reyes Jr. The award vests annually in three installments beginning on the anniversary of the grant date, aligning compensation with continued service and long-term equity ownership.

How do NuScale Power (SMR) restricted stock units convert into common stock?

The footnotes explain that NuScale restricted stock units convert into Class A common stock on a one-for-one basis. As RSUs vest, they settle into equivalent shares, which may then be held directly or through entities such as the Jose N. Reyes, Jr. Trust referenced in this filing.

Who held the NuScale Power (SMR) shares sold in the reported transaction?

The Class A common shares sold were held indirectly through the Jose N. Reyes, Jr. Trust dated August 2, 2021. The trust executed the sale of 25,951 shares at $12.22 per share to cover tax withholding tied to the vesting of the executive’s restricted stock units.