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  4. [Form 4] NUSCALE POWER Corp Insider Trading Activity

NuScale Power (SMR) CFO sells shares to cover taxes after RSU vest

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

Rhea-AI Filing Summary

NUSCALE POWER Corp (SMR) reports that Chief Financial Officer Robert Ramsey Hamady exercised 76,923 restricted stock units into the same number of shares of Class A Common Stock on August 26, 2026, at a stated price of $0.00 per share. On August 27, 2026, he sold 29,880 Class A shares at $9.392 per share in open-market or private transactions. According to the company’s disclosure, these sales were executed under a "sell to cover" arrangement to satisfy tax withholding obligations arising from the RSU vesting and settlement.

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Insider Hamady Robert Ramsey
Role Chief Financial Officer
Sold 29,880 shs ($281K)
Approx. gross sale proceeds $281K
Type Security Shares Price Value
Sale Class A Common Stock F1 29,880 $9.392 $281K
Exercise Restricted Stock Unit F2, F3 76,923 $0.00 $0.00
Exercise Class A Common Stock 76,923 $0.00 $0.00
Holdings After Transaction: Restricted Stock Unit — 76,923 shares (Direct); Class A Common Stock — 124,235 shares (Direct)
Footnotes (3)
  1. F1. 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.
  2. F2. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
  3. F3. On August 26, 2023, the reporting person was granted 230,769 restricted stock units to vest annually in three installments beginning on August 26, 2024.
Shares sold 29,880 shares of Class A Common Stock Sale on August 27, 2026 to cover tax withholding obligations
Sale price per share $9.392 per share Price for the 29,880 Class A shares sold on August 27, 2026
RSUs exercised 76,923 restricted stock units Converted into 76,923 Class A shares on August 26, 2026
Underlying shares from RSU exercise 76,923 shares of Class A Common Stock Received upon RSU conversion on August 26, 2026
Original RSU grant 230,769 restricted stock units Granted on August 26, 2023 to vest in three annual installments
restricted stock unit financial
"Each restricted stock unit represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
sell to cover financial
"to be funded by a "sell to cover" transaction"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
contingent right financial
"represents a contingent right to receive one share of Class A"

FAQ

What transactions did SMR CFO Robert Ramsey Hamady report on this Form 4?
He exercised 76,923 restricted stock units into Class A Common Stock on August 26, 2026, and sold 29,880 Class A shares on August 27, 2026, in open-market or private transactions related to tax withholding.

How many SMR shares did the CFO sell and at what price?
Robert Ramsey Hamady sold 29,880 shares of NuScale Power Class A Common Stock at a price of $9.392 per share on August 27, 2026, in transactions reported as sales in the open market or private transactions.

What was the purpose of the SMR share sale reported by the CFO?
The company states the 29,880-share sale was executed to cover tax withholding obligations arising from the vesting and settlement of restricted stock units, funded through a "sell to cover" transaction rather than a discretionary sale for portfolio reasons.

How many restricted stock units did the SMR CFO have vest in this Form 4?
The Form 4 reports that 76,923 restricted stock units were converted into the same number of Class A Common shares on August 26, 2026. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.

What was the original SMR RSU grant to the CFO referenced in this filing?
The disclosure notes that on August 26, 2023, the reporting person was granted 230,769 restricted stock units, scheduled to vest annually in three installments beginning on August 26, 2024.

Were the SMR CFO’s reported transactions under a Rule 10b5-1 trading plan?
The Form 4’s Rule 10b5-1 checkbox is not checked, and the footnotes describe sales as related to tax withholding obligations through a "sell to cover" transaction, with no Rule 10b5-1 trading plan referenced.

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SEC Form 4
FORM 4UNITED 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*
Hamady Robert Ramsey
(Last)(First)(Middle)
1100 NE CIRCLE BLVD., SUITE 350
(Street)
CORVALLIS OREGON 97330
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
NUSCALE POWER Corp [ SMR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/26/2026M76,923A$0154,115D
Class A Common Stock08/27/2026S29,880(1)D$9.392124,235D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(2)08/26/2026M76,923 (3) (3)Class A Common Stock76,923$076,923D
Explanation of Responses:
1. 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.
2. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
3. On August 26, 2023, the reporting person was granted 230,769 restricted stock units to vest annually in three installments beginning on August 26, 2024.
Remarks:
Patrick C Cannon, attorney-in-fact for Robert Ramsey Hamady08/28/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR