NuScale Power (NYSE: SMR) officer vests RSUs, sells shares to cover taxes

Rhea-AI Filing Summary

NuScale Power Corp Chief Accounting Officer David A. Tonnel reported routine equity compensation activity. On March 24, 2026, restricted stock units converted into 9,710 shares of Class A Common Stock on a one-for-one basis, increasing his direct share holdings.

In a related transaction on March 25, 2026, Tonnel sold 2,290 shares at $11.845 per share to cover tax withholding obligations through a “sell to cover” arrangement tied to the RSU vesting and settlement. Following these transactions, he directly holds 7,420 shares of Class A Common Stock and 19,421 restricted stock units that continue to vest over time.

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^*

Tonnel David A

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/24/2026		M		9,710	A	(1)	9,710	D
Class A Common Stock	03/25/2026		S		2,290(2)	D	$11.845	7,420	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)	03/24/2026		M			9,710	(3)	(3)	Class A Common Stock	9,710	$0	19,421	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 March 25, 2025, the reporting person was granted 29,131 restricted stock units, vesting in three equal installments beginning on the first anniversary of the grant date.

Remarks:

	Patrick C. Cannon, attorney-in-fact for David A. Tonnel	03/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did NuScale Power (SMR) report for David A. Tonnel?

NuScale Power’s Chief Accounting Officer David A. Tonnel reported RSU vesting into 9,710 Class A shares, followed by a sale of 2,290 shares. The sale was specifically to cover tax withholding from the RSU vesting via a “sell to cover” transaction.

Did the NuScale Power (SMR) officer buy or sell shares in this Form 4?

The officer acquired 9,710 Class A shares through restricted stock units and sold 2,290 shares. The sale was not a discretionary trade; it was executed solely to satisfy tax withholding obligations connected to the RSU vesting and settlement.

How many NuScale Power (SMR) shares does David A. Tonnel hold after these transactions?

After these transactions, David A. Tonnel directly holds 7,420 shares of NuScale Power Class A Common Stock. In addition, he holds 19,421 restricted stock units, which represent future share deliveries as they continue to vest over time per their grant terms.

What price was received for the NuScale Power (SMR) shares sold in the Form 4?

The 2,290 NuScale Power Class A shares were sold at an average price of $11.845 per share. According to the disclosure, these sales were executed solely as a “sell to cover” mechanism to fund tax withholding tied to restricted stock unit vesting.

What do the restricted stock units in NuScale Power (SMR) represent for the officer?

The restricted stock units represent the right to receive Class A Common Stock on a one-for-one basis as they vest. A prior grant of 29,131 units vests in three equal installments, and 19,421 units remain outstanding after this vesting and conversion event.

Was the NuScale Power (SMR) insider sale a routine tax transaction or an open-market decision?

The filing states the sale was to cover tax withholding obligations from vesting restricted stock units. It was carried out via a “sell to cover” arrangement, indicating a routine tax-related transaction rather than a discretionary open-market sale for portfolio reasons.