SCHEDULE: Fluor Reduces NuScale Power Stake to 40.3%

Sentiment:

Beneficial Ownership Update


Fluor Corporation and its subsidiaries have reduced their beneficial ownership in NuScale Power Corp to 40.3% following recent sales of Class A Common Stock.

Worse than expectedThe reduction in beneficial ownership by a major, long-standing investor like Fluor Corporation is generally perceived as a negative signal by the market.Ongoing sales by Fluor Enterprises, Inc. could create selling pressure on NuScale Power Corp.'s stock.

Summary

  • Fluor Corporation, Fluor Enterprises, Inc., and NuScale Holdings Corp. (Reporting Persons) have filed Amendment No. 4 to their Schedule 13D regarding NuScale Power Corp.
  • The amendment reports a decrease in the Reporting Persons' beneficial ownership of NuScale Power Corp.'s equity securities.
  • Fluor Enterprises, Inc. commenced sales of Class A Common Stock on September 16, 2025, following the expiration of an initial lock-up period under the Exchange and Lock-Up Agreement.
  • As of the filing date, Fluor Corporation and Fluor Enterprises, Inc. beneficially own 114,824,497 shares, representing 40.3% of the combined Class A and Class B Common Stock.
  • NuScale Holdings Corp. beneficially owns 463,747 shares, representing 0.2% of the combined Class A and Class B Common Stock.
  • The ownership percentage is based on 133,893,376 Class A shares and 150,983,449 Class B shares outstanding as of August 5, 2025.
  • Fluor Enterprises, Inc. previously exchanged 15,000,000 Class B common units for 15,000,000 Class A Common Stock shares on August 12, 2025.

Sentiment

Score: 4

Explanation: The reduction in beneficial ownership by a major, foundational investor like Fluor Corporation is generally viewed negatively by the market, suggesting a potential decrease in confidence or a strategic shift away from a core holding. While it's a planned divestment, it removes a significant institutional holder and could create selling pressure.

Negatives

  • A significant reduction in beneficial ownership by a major founding investor (Fluor) could be perceived as a negative signal regarding future prospects or Fluor's long-term commitment.
  • The ongoing sales by Fluor Enterprises, Inc. may exert downward pressure on NuScale Power Corp.'s stock price.

Risks

  • The 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, potentially leading to further stock price volatility.

Future Outlook

The 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.

Industry Context

Fluor Corporation, a major engineering and construction firm, was a foundational investor in NuScale Power, a developer of small modular nuclear reactors (SMRs). This reduction in Fluor's stake could be interpreted as a strategic move to monetize its investment or a re-evaluation of its long-term commitment to NuScale, potentially impacting investor perception of NuScale's independent growth trajectory within the nascent SMR industry.

Related Party Transactions

  • The Exchange and Lock-Up Agreement, dated July 31, 2025, between NuScale Power Corporation, NuScale Power, LLC, and Fluor Enterprises, Inc., facilitated the exchange of Class B units for Class A shares and governs the subsequent sales. This is a transaction between related parties.

Stakeholder Impact

  • Shareholders may experience increased volatility or downward pressure on stock price due to ongoing sales by a major holder.
  • Investor confidence could be affected by the reduction in a key strategic partner's stake.

Next Steps

  • Fluor Enterprises, Inc. may continue to sell Class A Common Stock in the market.

Key Dates

DateDescription
2022-05-12Original Schedule 13D filing date.
2022-11-03Amendment No. 1 to Schedule 13D filed.
2025-07-31Date of Exchange and Lock-Up Agreement.
2025-08-01Amendment No. 2 to Schedule 13D filed.
2025-08-05Date for outstanding Class A and Class B Common Stock reported in Issuer's 10-Q.
2025-08-07Issuer's Quarterly Report on Form 10-Q filed with the SEC.
2025-08-12Fluor Enterprises exchanged 15,000,000 Class B common units for 15,000,000 Class A Common Stock shares.
2025-09-16Fluor Enterprises commenced sales of Class A Common Stock.
2025-09-23Amendment No. 3 to Schedule 13D filed.
2025-09-29Date of event requiring filing of this statement (Amendment No. 4).
2025-10-01Signature date for Amendment No. 4.

Recommendation

hold

While the reduction in Fluor's stake is a negative signal, it appears to be a planned divestment following a lock-up period, rather than an abrupt exit. Investors should 'hold' to assess the market's absorption of these sales and NuScale's ability to attract new institutional investment or demonstrate independent operational strength. A 'sell' recommendation would be premature without further negative catalysts, but the divestment warrants caution and close monitoring of future performance and ownership changes.

Keywords

NuScale Power, Fluor Corporation, Beneficial Ownership, Schedule 13D, Stock Sales, Class A Common Stock, Equity Stake, SEC Filing, Corporate Governance, Divestment

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.