Form 4: Fluor Reduces NuScale Stake by 4.5M Shares

Fluor Corporation, a director and 10% owner of NuScale Power Corp, sold over 4.5 million shares of Class A Common Stock for approximately $199 million in a series of transactions in September 2025.

Summary

• Fluor Corporation, through its wholly-owned subsidiary Fluor Enterprises, Inc., sold a total of 4,567,220 shares of NuScale Power Corp Class A Common Stock.
• The sales occurred across multiple transactions on September 19, 2025, September 22, 2025, and September 23, 2025.
• Weighted average prices for the sales ranged from $39.88 to $47.26 per share.
• The total value of the shares sold is approximately $199 million.
• Following these transactions, Fluor Corporation's beneficial ownership in NuScale Power Corp stands at 7,890,587 shares.
• The transactions were made pursuant to a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 3

Explanation: The sentiment is negative due to the substantial insider selling by a major shareholder and director. While the sales were pre-planned, the sheer volume and the reduction in stake can be interpreted as a bearish signal for NuScale Power Corp's stock.

Positives

• Fluor Corporation successfully monetized a significant portion of its investment in NuScale Power Corp, realizing approximately $199 million in proceeds.
• The sales were executed at varying prices, with some transactions occurring at the higher end of the reported range, indicating favorable market conditions for the seller at those times.

Negatives

• A major shareholder and director, Fluor Corporation, significantly reduced its stake in NuScale Power Corp, which could be interpreted by the market as a signal of reduced confidence or a strategic shift.
• The substantial volume of shares sold (over 4.5 million) could exert downward pressure on NuScale's stock price.

Risks

• Market perception of reduced insider confidence could negatively impact NuScale Power Corp's stock valuation.
• The large volume of shares sold by a significant shareholder may lead to increased selling pressure if other investors follow suit.
• Potential for further sales by Fluor Corporation in the future, given its remaining substantial stake, could create ongoing uncertainty for NuScale's stock.

Future Outlook

The filing does not provide explicit forward-looking statements or guidance from NuScale Power Corp or Fluor Corporation regarding future operations or financial performance.

Industry Context

NuScale Power is a leader in small modular reactor (SMR) technology, a segment of the nuclear energy industry focused on developing smaller, more flexible nuclear power plants. Fluor Corporation is a global engineering, procurement, and construction company with a historical strategic investment in NuScale. This sale by Fluor may reflect a strategic portfolio rebalancing or a decision to realize gains from its investment, rather than a direct commentary on the SMR industry's outlook.

Related Party Transactions

• Fluor Corporation, a director and 10% owner of NuScale Power Corp, conducted these sales through its wholly-owned subsidiary, Fluor Enterprises, Inc. This constitutes a related party transaction due to Fluor's significant influence and ownership stake in NuScale.

Stakeholder Impact

• Shareholders of NuScale Power Corp may react negatively to the news of a major insider reducing its stake, potentially leading to a decrease in share price.
• Investors might question the long-term commitment of Fluor Corporation to NuScale, despite the pre-arranged nature of the sales.

Key Dates

Recommendation

The significant insider selling by Fluor Corporation, a 10% owner and director, signals a potential lack of confidence or a strategic divestment. While the sales were pre-planned under Rule 10b5-1(c), the substantial reduction in stake (over 4.5 million shares) is a strong bearish indicator for NuScale Power Corp's stock, suggesting that a seasoned investor might consider selling their holdings or avoiding new positions.

Keywords

NuScale Power, SMR, Fluor Corporation, Insider Selling, Stock Sale, Form 4, Equity Transaction, 10b5-1 Plan, Nuclear Energy