NuScale Power (NYSE: SMR) CFO sells shares to cover RSU taxes

Rhea-AI Filing Summary

NuScale Power Chief Financial Officer Robert Ramsey Hamady reported a mix of equity awards, conversions, and a tax‑related share sale. He sold 18,570 shares of Class A common stock in an open‑market transaction at $12.22 per share to cover tax withholding tied to restricted stock unit vesting through a “sell to cover” arrangement.

He also received a new grant of 128,404 restricted stock units, which vest in three equal annual installments beginning on the grant anniversary. In connection with RSU vesting, he exercised and converted 44,271 and 25,208 restricted stock units into the same number of Class A shares on a one‑for‑one basis. After these transactions, he directly owned 97,192 Class A shares.

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^*

Hamady Robert Ramsey

(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 Financial 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		44,271	A	(1)	90,554	D
Class A Common Stock	03/02/2026		M		25,208	A	(1)	115,762	D
Class A Common Stock	03/03/2026		S		18,570(2)	D	$12.22	97,192	D

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			44,271	(3)	(3)	Class A Common Stock	44,271	$0	44,271	D
Restricted Stock Unit	(1)	03/02/2026		M			25,208	(4)	(4)	Class A Common Stock	25,208	$0	50,417	D
Restricted Stock Unit	(1)	02/28/2026		A		128,404		(5)	(5)	Class A Common Stock	128,404	$0	128,404	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, 2024, the reporting person was granted 132,812 restricted stock units, vesting annually in three equal installments beginning on the anniversary of the grant date

4. On February 28, 2025, the reporting person was granted 75,625 restricted stock units, vesting annually in three equal installments beginning on the anniversary of the grant date.

5. On February 28, 2026, the reporting person was granted 128,404 restricted stock units, vesting annually in three equal installments beginning on the anniversary of the grant date.

Remarks:

	Patrick C Cannon, attorney-in-fact for Robert Ramsey Hamady	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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What stock transactions did NuScale Power (SMR) CFO Robert Ramsey Hamady report?

NuScale Power CFO Robert Ramsey Hamady reported RSU grants, RSU conversions, and a related tax sale. He exercised restricted stock units into Class A shares and sold a portion of those shares solely to cover tax withholding obligations via a "sell to cover" transaction.

How many NuScale Power (SMR) shares did the CFO sell and at what price?

He sold 18,570 shares of NuScale Power Class A common stock at $12.22 per share. According to the disclosure, this sale was conducted to satisfy tax withholding obligations arising from restricted stock unit vesting, rather than as a discretionary open‑market sale.

Why did the NuScale Power (SMR) CFO sell shares in this Form 4 filing?

The CFO’s share sale was to cover tax withholding obligations from RSU vesting and settlement. The filing states the sale occurred under a "sell to cover" arrangement, where shares are sold automatically to fund required taxes instead of paying cash.

What new restricted stock unit award did the NuScale Power (SMR) CFO receive?

He received a grant of 128,404 restricted stock units with a three‑year vesting schedule. These RSUs vest annually in three equal installments beginning on the anniversary of the February 28, 2026 grant date, and each unit converts into one share of Class A common stock.

How many NuScale Power (SMR) shares did the CFO acquire through RSU conversions?

He converted 44,271 and 25,208 restricted stock units into the same number of Class A shares. The filing notes that restricted stock units convert into Class A common stock on a one‑for‑one basis, increasing his directly held common shares before the tax‑related sale.

What is the NuScale Power (SMR) CFO’s direct Class A share ownership after these transactions?

After the reported transactions, he directly owned 97,192 shares of NuScale Power Class A common stock. This figure reflects the RSU conversions increasing his holdings, followed by the 18,570‑share sale executed to fund tax withholding obligations connected to the vesting events.