Fluor (SMR stakeholder) updates NuScale ownership to 7.8% after share sale

Rhea-AI Filing Summary

Fluor Corporation and related entities updated their beneficial ownership report for NuScale Power after significant share sales. NuScale Holdings previously exchanged 463,747 Class B units and corresponding Class B shares for 463,747 Class A shares, then sold all of those Class A shares. On April 9, 2026, Nuke Holdings, LLC, a wholly owned subsidiary of Fluor Enterprises, sold 13,500,000 NuScale Class A shares to Bank of America at $12.0665 per share under a prior letter agreement. As of this amendment, Nuke is the record owner of 26,436,472 Class A shares, representing 7.8% of NuScale’s total outstanding Class A and Class B shares based on the issuer’s February 20, 2026 share count.

Insights

Equity ownership & disclosure analyst

Fluor discloses reduced NuScale stake and current 7.8% holding.

The amendment shows Fluor-linked entities reconfiguring their NuScale exposure. NuScale Holdings exited its 463,747 Class A shares, and Nuke Holdings sold 13,500,000 Class A shares to Bank of America at $12.0665 per share under a previously disclosed letter agreement.

Post‑transactions, Nuke remains the record owner of 26,436,472 Class A shares, representing 7.8% of NuScale’s combined Class A and B share count as of February 20, 2026. This keeps Fluor a significant shareholder while documenting a notable partial monetization of its position.

Key Figures

Current Class A shares held: 26,436,472 shares Ownership percentage: 7.8% Recent block sale size: 13,500,000 shares +4 more

7 metrics

Current Class A shares held 26,436,472 shares Nuke Holdings record ownership as of Amendment No. 8

Ownership percentage 7.8% Portion of total outstanding Class A and B shares

Recent block sale size 13,500,000 shares Class A shares sold by Nuke Holdings to Bank of America on April 9, 2026

Sale price $12.0665 per share Price for 13,500,000 Class A shares sold to Bank of America

Shares exchanged by NuScale Holdings 463,747 shares Class B units and shares exchanged and then sold as Class A

Class A shares outstanding 318,603,143 shares Issuer’s Class A Common Stock outstanding as of February 20, 2026

Class B shares outstanding 19,413,185 shares Issuer’s Class B Common Stock outstanding as of February 20, 2026

Key Terms

Schedule 13D, beneficially owned, Class A Common Stock, Class B common units, +2 more

6 terms

Schedule 13D regulatory

"This Amendment No. 8 on /A (this "Amendment No. 8") is being filed jointly"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 26,436,472.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Class A Common Stock financial

"Class A Common Stock, par value $0.0001 per share"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Class B common units financial

"NuScale Holdings exchanged 463,747 Class B common units of NuScale Power, LLC"

letter agreement financial

"pursuant to that certain previously disclosed letter agreement (the "Tranche A BofA Letter Agreement")"

collateral custodian financial

"BofA Securities, Inc., as collateral custodian, Nuke sold 13,500,000 shares"

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)

NUSCALE POWER Corp

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

67079K100

(CUSIP Number)

Kevin B. Hammonds
Fluor Corporation, 6700 Las Colinas Blvd.
Irving, TX, 75039
469-398-7000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

04/09/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 67079K100

1

Name of reporting person

Fluor Corporation

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 26,436,472.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 26,436,472.00

11

Aggregate amount beneficially owned by each reporting person

26,436,472.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.8 %

14

Type of Reporting Person (See Instructions)

CO, HC

Comment for Type of Reporting Person:

The ownership percentage in this schedule is based upon an aggregate of 318,603,143 shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock") and 19,413,185 shares of Class B common stock, par value $0.0001 per share (the "Class B Common Stock"), of NuScale Power Corporation ("Issuer") issued and outstanding as of February 20, 2026, as reported on the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on February 26, 2026.

SCHEDULE 13D

CUSIP Number(s): 67079K100

1

Name of reporting person

Fluor Enterprises, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 26,436,472.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 26,436,472.00

11

Aggregate amount beneficially owned by each reporting person

26,436,472.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.8 %

14

Type of Reporting Person (See Instructions)

CO, HC

Comment for Type of Reporting Person:

The ownership percentage in this schedule is based upon an aggregate of 318,603,143 shares of Class A Common Stock and 19,413,185 shares of Class B Common Stock issued and outstanding as of February 20, 2026, as reported on the Issuer's Annual Report on Form 10-K filed with the SEC on February 26, 2026.

SCHEDULE 13D

CUSIP Number(s): 67079K100

1

Name of reporting person

NuScale Holdings Corp.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.0 %

14

Type of Reporting Person (See Instructions)

CO, HC

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock, par value $0.0001 per share
(b)	Name of Issuer: NUSCALE POWER Corp
(c)	Address of Issuer's Principal Executive Offices: 1100 NE Circle Blvd., Suite 350, Corvallis, OREGON , 97330.
Item 4.	Purpose of Transaction
	This Amendment No. 8 on Schedule 13D/A (this "Amendment No. 8") is being filed jointly by (i) Fluor Corporation, a Delaware corporation and a publicly listed company on the New York Stock Exchange ("Fluor"), (ii) Fluor Enterprises, Inc., a California corporation ("Fluor Enterprises") and wholly owned subsidiary of Fluor, and (iii) NuScale Holdings Corp., an Oregon corporation ("NuScale Holdings", together with Fluor Enterprises and Fluor, the "Reporting Persons"). This Amendment No. 8 amends and supplements the Schedule 13D previously filed by the Reporting Persons on May 12, 2022, as amended by Amendment No. 1 filed on November 3, 2022, Amendment No. 2 filed on August 1, 2025, Amendment No. 3 filed on September 23, 2025, Amendment No. 4 filed on October 1, 2025, Amendment No. 5 filed on October 9, 2025, Amendment No. 6 filed on November 10, 2025 and Amendment No. 7 filed on February 17, 2026 (the "Original Filing"), with respect to the Class A Common Stock of NuScale Power Corporation (the "Issuer"). The Items below amend and supplement the information disclosed under the corresponding Items of the Original Filing. Item 4 is hereby amended and supplemented to add the following: As previously disclosed, on November 21, 2025, NuScale Holdings exchanged 463,747 Class B common units of NuScale Power, LLC (together with the cancellation of 463,747 shares of Class B Common Stock) for 463,747 shares of Class A Common Stock in accordance with the terms of the Issuer's certificate of incorporation and the limited liability company agreement of NuScale Power LLC. On February 26, 2026, NuScale Holdings sold all such 463,747 shares of Class A Common Stock, and as a result of such sales, no longer owns any shares of Class A Common Stock. On April 9, 2026, pursuant to that certain previously disclosed letter agreement (the "Tranche A BofA Letter Agreement"), dated as of February 17, 2026, by and among Nuke Holdings, LLC, a wholly owned subsidiary of Fluor Enterprises ("Nuke"), Bank of America, N.A. ("BofA") and BofA Securities, Inc., as collateral custodian, Nuke sold 13,500,000 shares of Class A Common Stock to BofA at a price of $12.0665 per share.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 is hereby amended and supplemented to add the following: (a) - (c) As of the date of filing this Amendment No. 8, (i) Nuke is the record owner of 26,436,472 shares of Class A Common Stock (representing 7.8% of the total outstanding shares of Class A Common Stock and Class B Common Stock) and (ii) NuScale Holdings no longer owns any shares of Class A Common Stock.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 4 is hereby incorporated by reference into this Item 6.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Fluor Corporation

Signature:	/s/ Kevin B. Hammonds
Name/Title:	Kevin B. Hammonds/Chief Legal Officer and Corporate Secretary
Date:	04/13/2026

Fluor Enterprises, Inc.

Signature:	/s/ Kevin B. Hammonds
Name/Title:	Kevin B. Hammonds/Chief Legal Officer and Corporate Secretary
Date:	04/13/2026

NuScale Holdings Corp.

Signature:	/s/ Kevin B. Hammonds
Name/Title:	Kevin B. Hammonds/Secretary
Date:	04/13/2026

FAQ

How many NuScale Power (SMR) shares does Fluor now beneficially own?

Fluor-linked entities now beneficially own 26,436,472 NuScale Class A shares. These shares are held of record by Nuke Holdings, LLC and represent 7.8% of NuScale’s total outstanding Class A and Class B shares based on the issuer’s February 20, 2026 share count.

What major NuScale Power (SMR) share sale did Nuke Holdings complete?

Nuke Holdings, LLC sold 13,500,000 NuScale Class A shares to Bank of America. The sale occurred on April 9, 2026 at a price of $12.0665 per share, pursuant to a previously disclosed Tranche A BofA Letter Agreement involving Nuke and Bank of America affiliates.

What change occurred in NuScale Holdings’ ownership of NuScale Power (SMR)?

NuScale Holdings exchanged 463,747 Class B units and corresponding Class B shares for 463,747 Class A shares, then sold all of those Class A shares. As a result, NuScale Holdings now owns no NuScale Class A Common Stock, as disclosed in the amended beneficial ownership statement.

How is the 7.8% NuScale Power (SMR) ownership percentage calculated?

The 7.8% figure is based on 318,603,143 NuScale Class A shares and 19,413,185 Class B shares outstanding. These totals are taken from NuScale’s Annual Report, which reported shares outstanding as of February 20, 2026, and are used to compute Fluor’s beneficial ownership percentage.

Which Fluor-related entity now holds NuScale Power (SMR) shares of record?

NuScale shares are held of record by Nuke Holdings, LLC, a wholly owned subsidiary of Fluor Enterprises, Inc. Nuke is listed as record owner of 26,436,472 NuScale Class A Common Stock shares, with shared voting and shared dispositive power over that entire amount in the ownership tables.

What type of filing did Fluor submit regarding NuScale Power (SMR)?

Fluor and related entities submitted Amendment No. 8 to Schedule 13D regarding NuScale Class A Common Stock. The amendment updates prior disclosures to reflect recent exchanges and sales of NuScale shares and to restate the group’s current beneficial ownership and percentage interest.