SCHEDULE: Fluor Reduces NuScale Power Stake to 41.9%

Fluor Corporation and its subsidiaries have reduced their beneficial ownership in NuScale Power Corp. to 41.9% following the exchange of Class B units for Class A common stock and subsequent sales.

Summary

• Fluor Corporation, Fluor Enterprises, Inc., and NuScale Holdings Corp. (Reporting Persons) filed an Amendment No. 3 to their Schedule 13D regarding NuScale Power Corp.
• Fluor Enterprises exchanged 15,000,000 Class B common units of NuScale Power, LLC for 15,000,000 shares of NuScale Power Corp. Class A Common Stock on August 12, 2025, pursuant to an Exchange and Lock-Up Agreement.
• Sales of Class A Common Stock by Fluor Enterprises commenced on September 16, 2025, following the expiration of the initial lock-up period and in compliance with the Exchange and Lock-Up Agreement's daily volume limitations.
• The Reporting Persons' aggregate beneficial ownership in NuScale Power Corp.'s outstanding equity securities has decreased to 41.9%.
• As of the filing date, Fluor Enterprises is the record owner of 7,890,587 shares of Class A Common Stock and 110,936,472 shares of Class B Common Stock.
• NuScale Holdings Corp. is the record owner of 463,747 shares of Class B Common Stock.
• The ownership percentage is calculated based on 133,893,376 shares of Class A Common Stock and 150,983,449 shares of Class B Common Stock issued and outstanding as of August 5, 2025, as reported in NuScale's Form 10-Q.

Sentiment

Score: 5

Explanation: The filing reports a planned reduction in a major shareholder's stake, which was previously disclosed. While a reduction in ownership could be seen as slightly negative for the issuer due to potential selling pressure, the 'previously disclosed' nature and the structured approach (lock-up agreement, volume limitations) suggest it's an anticipated event rather than a sudden, unexpected negative development. It's neutral to slightly negative for NuScale, but potentially positive for Fluor as it monetizes its investment.

Positives

• Fluor Corporation is monetizing a portion of its investment in NuScale Power, potentially freeing up capital for other strategic initiatives.

Negatives

• A significant shareholder reducing its stake could be perceived by the market as a lack of confidence or could increase selling pressure on NuScale Power's stock.

Risks

• The Reporting Persons' beneficial ownership percentage has decreased and may continue to decrease as additional sales are made from time to time in accordance with the Exchange and Lock-Up Agreement, which could lead to further selling pressure on NuScale Power's Class A Common Stock.

Future Outlook

The Reporting Persons' beneficial ownership percentage has decreased and may continue to decrease as additional sales of Class A Common Stock are made from time to time in accordance with the Exchange and Lock-Up Agreement.

Industry Context

This filing primarily concerns a change in a major shareholder's stake in NuScale Power Corp. and does not provide broader industry context or trends.

Related Party Transactions

• The exchange of Class B common units for Class A Common Stock and subsequent sales were conducted by Fluor Enterprises, Inc., a wholly-owned subsidiary of Fluor Corporation, which is a significant beneficial owner of NuScale Power Corp. This constitutes a transaction between related parties.

Stakeholder Impact

• Shareholders (NuScale Power Corp.): Potential for increased selling pressure on Class A Common Stock as Fluor Enterprises continues to divest its shares, which could impact stock price.

Next Steps

• Reporting Persons may continue to decrease their beneficial ownership through additional sales of Class A Common Stock in accordance with the terms and conditions of the Exchange and Lock-Up Agreement.

Key Dates

Recommendation

The filing details a planned, previously disclosed reduction in a major shareholder's stake. While this could introduce some selling pressure, it is not indicative of a fundamental change in NuScale's operational outlook or financial health. Investors should monitor the pace of Fluor's divestment and its impact on market liquidity, but the core investment thesis for NuScale remains largely unchanged by this disclosure alone. The transaction is a planned monetization by Fluor, not a signal of distress from NuScale.

Keywords

NuScale Power, Fluor Corporation, SEC Filing, Schedule 13D, Beneficial Ownership, Class A Common Stock, Stock Sales, Equity Stake, Lock-Up Agreement, Share Exchange