SCHEDULE: Fluor Completes NuScale Share Sale, Reduces Stake

Fluor Corporation's subsidiary, Fluor Enterprises, completed the sale of 15 million Class A Common Stock shares of NuScale Power Corp, reducing its beneficial ownership to 39.1%.

Summary

• Fluor Enterprises, Inc., a wholly-owned subsidiary of Fluor Corporation, completed the sale of 15,000,000 shares of NuScale Power Corp's Class A Common Stock.
• The sales commenced on September 16, 2025, and were completed on October 8, 2025, in compliance with an existing Exchange and Lock-Up Agreement.
• This transaction followed an exchange on August 12, 2025, where Fluor Enterprises converted 15,000,000 Class B common units of NuScale Power, LLC for an equal number of Class A Common Stock shares.
• As a result of these sales, the combined beneficial ownership of the Reporting Persons (Fluor Corporation, Fluor Enterprises, and NuScale Holdings Corp.) in NuScale Power Corp has decreased.
• Fluor Corporation and Fluor Enterprises now collectively hold shared voting and dispositive power over 111,400,219 shares, representing 39.1% of the Class A and Class B common stock.
• NuScale Holdings Corp. holds shared voting and dispositive power over 463,747 shares, representing 0.2% of the total outstanding shares.
• The ownership percentages are based on 133,893,376 Class A and 150,983,449 Class B shares outstanding as of August 5, 2025.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative for NuScale Power Corp due to a major shareholder reducing its stake, which can be perceived as a lack of conviction or lead to increased selling pressure. For Fluor, it's a neutral event of monetizing an asset.

Positives

• For Fluor Corporation, the completion of the sale represents a successful monetization of a portion of its investment in NuScale Power Corp.
• For NuScale Power Corp, the sale of a large block of shares by a major holder can increase the public float and liquidity of its Class A Common Stock.

Negatives

• A significant reduction in direct Class A Common Stock ownership by a major strategic investor like Fluor Corporation could be interpreted by the market as a negative signal for NuScale Power Corp.
• The increased supply of Class A shares from this sale could exert downward pressure on NuScale Power Corp's stock price in the short term.

Future Outlook

The filing reports a completed transaction and does not provide explicit forward-looking statements or guidance regarding the future operations or financial performance of NuScale Power Corp or Fluor Corporation.

Industry Context

This filing reflects a significant divestment by Fluor Corporation, a major engineering and construction firm, from NuScale Power Corp, a leader in small modular reactor (SMR) technology. While Fluor remains a substantial shareholder, the reduction in its direct Class A stock ownership could be interpreted as a strategic adjustment by Fluor or a step towards NuScale's increased independence and public market presence. It highlights the ongoing evolution of ownership structures in the nascent SMR industry as companies mature.

Related Party Transactions

• The exchange of Class B common units for Class A Common Stock and subsequent sales were conducted under an Exchange and Lock-Up Agreement dated July 31, 2025, between NuScale Power Corporation, NuScale Power, LLC, and Fluor Enterprises, Inc., indicating a pre-arranged transaction between related parties.

Stakeholder Impact

• Shareholders of NuScale Power Corp: May experience increased stock volatility or downward price pressure due to the sale of a large block of shares by a significant investor. The public float of Class A shares has increased.
• Shareholders of Fluor Corporation: The sale represents a monetization event, potentially providing capital for other strategic initiatives or returns to shareholders.

Key Dates

Keywords

NuScale Power, Fluor Corporation, Share Sale, Beneficial Ownership, SEC Filing, 13D/A, Common Stock, Divestment, Equity Stake