Form 4: NET Power 10% Owner Sells 200,000 Shares in Planned Trade

8 Rivers Capital, a 10% owner and director of NET Power Inc., executed a planned sale of 200,000 shares of Class A Common Stock for approximately $2.94 per share.

Summary

• 8 Rivers Capital, LLC, a 10% owner and director of NET Power Inc. (NPWR), disposed of 200,000 shares of Class A Common Stock.
• The transaction occurred on November 28, 2025, and was executed pursuant to a Rule 10b5-1 trading plan.
• The shares were sold at a weighted average price of $2.9354 per share, with individual trades ranging from $2.885 to $3.015.
• Following this transaction, 8 Rivers Capital, LLC, through NPEH, LLC, indirectly beneficially owns 2,900,000 shares of Class A Common Stock.
• Damian R. Beauchamp, also a director and 10% owner, is deemed an indirect beneficial owner of these securities due to his approximately 68.5% ownership in 8 Rivers Capital, LLC.

Sentiment

Score: 3

Explanation: The sentiment is moderately negative due to a significant insider sale by a 10% owner and director, which can be interpreted as a bearish signal, despite being executed under a 10b5-1 plan.

Negatives

• A significant sale of 200,000 shares by a 10% owner and director could be perceived negatively by the market, potentially signaling a lack of confidence or a desire to diversify holdings.
• The sale price of $2.9354 is relatively low, which might raise concerns about the company's valuation or future prospects.

Risks

• The sale by a significant insider could lead to negative investor sentiment and potentially impact the stock price.
• The complex indirect ownership structure, while disclosed, adds a layer of complexity to understanding ultimate beneficial ownership and control.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance beyond the execution of a pre-planned transaction.

Management Comments

• 8 Rivers Capital, LLC disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein, if any.
• Damian R. Beauchamp disclaims beneficial ownership of any such securities, except to the extent of his or her pecuniary interest therein, if any.

Industry Context

This transaction is an insider trading disclosure and does not directly relate to broader industry trends or competitors, other than reflecting a decision by a significant shareholder and director within the energy technology sector to reduce their holdings.

Related Party Transactions

• 8 Rivers Capital, LLC, as manager and holder of approximately 90.9% of NPEH, LLC, is deemed a beneficial owner of securities directly owned by NPEH, LLC.
• Damian R. Beauchamp, independently owning approximately 68.5% of 8 Rivers Capital, LLC, is deemed an indirect beneficial owner of the securities owned by NPEH, LLC to the extent of his pecuniary interest.

Stakeholder Impact

• Shareholders may interpret the insider sale as a negative signal, potentially leading to downward pressure on the stock price.
• The transaction itself does not directly impact employees, customers, suppliers, or creditors, but market reaction could indirectly affect company morale or perception.

Key Dates

Recommendation

While the insider sale by a 10% owner and director is a negative signal, it was executed under a pre-planned 10b5-1 program, which often indicates a diversification strategy rather than a sudden loss of confidence. Without additional financial or operational updates, a 'hold' recommendation is appropriate to observe further developments and market reaction, as the sale price is relatively low but the remaining indirect holding is substantial.

Keywords

NET Power Inc., NPWR, 8 Rivers Capital, Damian R. Beauchamp, Insider Sale, Form 4, 10b5-1 plan, Class A Common Stock, Beneficial Ownership