Fluor Subsidiary Sells 4.57M NuScale (SMR) Shares; Ownership Falls to 7.89M

Rhea-AI Filing Summary

Fluor Corporation reported a series of open-market sales of NuScale Power Corp (SMR) Class A common stock by its wholly owned subsidiary, Fluor Enterprises, Inc., between 09/19/2025 and 09/23/2025. The Form 4 shows 17 separate disposals totaling 4,567,320 shares, with individual sale prices reported as weighted averages across price ranges from about $39.21 to $47.25. Following the reported transactions, Fluor's beneficial ownership of SMR Class A shares is shown as 7,890,587 shares held indirectly. The filing is signed by Kevin B. Hammonds, Executive Vice President and Chief Legal Officer, on behalf of the reporting person.

Positive

• Transparent disclosure of multiple open-market sales with weighted-average price ranges and an offer to provide per-transaction details on request
• Form 4 properly signed by the company’s Executive Vice President and Chief Legal Officer, indicating compliance with reporting rules

Negative

• Large reduction in beneficial ownership: the reporting person disposed of 4,567,320 shares, lowering indirect holdings to 7,890,587 shares
• Concentrated selling over five days (09/19/2025–09/23/2025) may be material to investors given the size of the disposals

Insights

Securities Analyst

TL;DR: Significant, concentrated insider selling reduced Fluor's indirect stake by ~4.57M shares over five days; this is a material disposition.

The filing documents 17 open-market sales from 09/19/2025 to 09/23/2025 totaling 4,567,320 shares of SMR at weighted-average prices within ranges spanning approximately $39.21 to $47.25. After the transactions, Fluor (via Fluor Enterprises, Inc.) retains 7,890,587 shares indirect beneficial ownership. The volume and concentrated timing constitute a material reduction in holdings and may influence free float and market perception. The Form 4 provides weighted-average prices and offers to supply detailed per-transaction breakdowns on request.

Corporate Governance Expert

TL;DR: The filing shows lawful, disclosed disposals by a 10% owner; documentation and signature appear complete and compliant.

The Form 4 identifies the reporting person as Fluor Corporation (a 10% owner and director) and clarifies that the shares are owned of record by Fluor Enterprises, Inc., a wholly owned subsidiary. The filing includes explanatory footnotes on weighted-average pricing and offers detailed transaction breakdowns upon request, and it is signed by the company’s Chief Legal Officer. From a governance and disclosure perspective, the filing meets Section 16 reporting requirements and provides the necessary explanatory footnotes.

Insider Trade Summary

Net Seller: 4,567,320 shares ($200,678,996)

Net Sell 17 txns

Insider FLUOR CORP

Role Director, 10% Owner

Sold 4,567,320 shs ($200.68M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	405,133	$41.89	$16.97M
Sale	Class A Common Stock	307,188	$42.88	$13.17M
Sale	Class A Common Stock	269,367	$43.68	$11.77M
Sale	Class A Common Stock	100,287	$42.84	$4.30M
Sale	Class A Common Stock	346,000	$44.01	$15.23M
Sale	Class A Common Stock	372,380	$44.80	$16.68M
Sale	Class A Common Stock	228,434	$45.71	$10.44M
Sale	Class A Common Stock	165,868	$46.68	$7.74M
Sale	Class A Common Stock	100	$47.26	$5K
Sale	Class A Common Stock	227,918	$39.88	$9.09M
Sale	Class A Common Stock	61,543	$40.55	$2.50M
Sale	Class A Common Stock	241,868	$41.76	$10.10M
Sale	Class A Common Stock	150,335	$42.92	$6.45M
Sale	Class A Common Stock	437,417	$43.67	$19.10M
Sale	Class A Common Stock	456,820	$44.79	$20.46M
Sale	Class A Common Stock	500,333	$45.61	$22.82M
Sale	Class A Common Stock	296,329	$46.75	$13.85M

Holdings After Transaction: Class A Common Stock — 8,467,142 shares (Indirect, See footnote)

Footnotes (1)

1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.21 to $40.20, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in footnotes (1), (3), (4), (5), (6), (7), (8), (9), (10), (11), (12), (13), (14), (15), (16) and (17) to this Form 4. The shares are owned of record of Fluor Enterprises, Inc., which is a wholly owned subsidiary of Fluor Corporation, whose principal place of business is 6700 Las Colinas Boulevard, Irving, Texas 75039. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.21 to $41.20, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.21 to $42.20, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.21 to $43.20, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.21 to $44.20, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.21 to $45.20, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.21 to $46.20, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.21 to $46.75, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.26 to $43.25, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.26 to $44.25, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.26 to $45.25, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.26 to $46.25, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.26 to $47.25, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.44 to $42.43, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.44 to $43.43, inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.44 to $44.38, inclusive.

Form 4 Insider Transactions: What Each Field Means →

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

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^*

FLUOR CORP

(Last) (First) (Middle)

6700 LAS COLINAS BLVD.

(Street)

IRVING TX 75039

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025

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	09/19/2025		S		227,918	D	$39.88(1)	12,229,989	I	See footnote(2)
Class A Common Stock	09/19/2025		S		61,543	D	$40.55(3)	12,168,446	I	See footnote(2)
Class A Common Stock	09/19/2025		S		241,868	D	$41.76(4)	11,926,578	I	See footnote(2)
Class A Common Stock	09/19/2025		S		150,335	D	$42.92(5)	11,776,243	I	See footnote(2)
Class A Common Stock	09/19/2025		S		437,417	D	$43.67(6)	11,338,826	I	See footnote(2)
Class A Common Stock	09/19/2025		S		456,820	D	$44.79(7)	10,882,006	I	See footnote(2)
Class A Common Stock	09/19/2025		S		500,333	D	$45.61(8)	10,381,673	I	See footnote(2)
Class A Common Stock	09/19/2025		S		296,329	D	$46.75(9)	10,085,344	I	See footnote(2)
Class A Common Stock	09/22/2025		S		100,287	D	$42.84(10)	9,985,057	I	See footnote(2)
Class A Common Stock	09/22/2025		S		346,000	D	$44.01(11)	9,639,057	I	See footnote(2)
Class A Common Stock	09/22/2025		S		372,380	D	$44.8(12)	9,266,677	I	See footnote(2)
Class A Common Stock	09/22/2025		S		228,434	D	$45.71(13)	9,038,243	I	See footnote(2)
Class A Common Stock	09/22/2025		S		165,868	D	$46.68(14)	8,872,375	I	See footnote(2)
Class A Common Stock	09/22/2025		S		100	D	$47.26	8,872,275	I	See footnote(2)
Class A Common Stock	09/23/2025		S		405,133	D	$41.89(15)	8,467,142	I	See footnote(2)
Class A Common Stock	09/23/2025		S		307,188	D	$42.88(16)	8,159,954	I	See footnote(2)
Class A Common Stock	09/23/2025		S		269,367	D	$43.68(17)	7,890,587	I	See footnote(2)

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

Explanation of Responses:

1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.21 to $40.20, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in footnotes (1), (3), (4), (5), (6), (7), (8), (9), (10), (11), (12), (13), (14), (15), (16) and (17) to this Form 4.

2. The shares are owned of record of Fluor Enterprises, Inc., which is a wholly owned subsidiary of Fluor Corporation, whose principal place of business is 6700 Las Colinas Boulevard, Irving, Texas 75039.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.21 to $41.20, inclusive.

4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.21 to $42.20, inclusive.

5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.21 to $43.20, inclusive.

6. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.21 to $44.20, inclusive.

7. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.21 to $45.20, inclusive.

8. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.21 to $46.20, inclusive.

9. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.21 to $46.75, inclusive.

10. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.26 to $43.25, inclusive.

11. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.26 to $44.25, inclusive.

12. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.26 to $45.25, inclusive.

13. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.26 to $46.25, inclusive.

14. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.26 to $47.25, inclusive.

15. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.44 to $42.43, inclusive.

16. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.44 to $43.43, inclusive.

17. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.44 to $44.38, inclusive.

Remarks:

	/s/ Kevin B. Hammonds, Executive Vice President, Chief Legal Officer and Corporate Secretary	09/23/2025
	** Signature of Reporting Person	Date
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.

FAQ

What did Fluor Corp report on the Form 4 regarding SMR?

Fluor Corp (via Fluor Enterprises, Inc.) reported 17 open-market sales of SMR Class A common stock totaling 4,567,320 shares between 09/19/2025 and 09/23/2025.

How many SMR shares does Fluor beneficially own after these transactions?

After the reported sales, Fluor's indirect beneficial ownership is 7,890,587 shares.

At what prices were the SMR shares sold?

Sales were reported as weighted-average prices with ranges from approximately $39.21 to $47.25; the Form 4 lists specific weighted-average prices per grouping and offers detailed breakdowns on request.

Who signed the Form 4 filing for Fluor?

The filing is signed by Kevin B. Hammonds, Executive Vice President, Chief Legal Officer and Corporate Secretary, dated 09/23/2025.

Are the shares owned directly by Fluor or a subsidiary?

The shares are owned of record by Fluor Enterprises, Inc., a wholly owned subsidiary of Fluor Corporation, and are reported as indirect beneficial ownership.

Does the Form 4 state whether transactions were part of a Rule 10b5-1 plan?

The Form 4 includes the standard checkbox language but does not indicate that the transactions were made pursuant to a Rule 10b5-1 plan in the provided content.