Form 4: NuScale CTO Executes Pre-Planned Stock Sales

Sentiment:

Insider Transaction Report


NuScale Power's Chief Technology Officer, Jose N. Reyes Jr., executed pre-planned sales of Class A Common Stock in July and October 2025, following the exercise of employee stock options.

Summary

  • Jose N. Reyes Jr., Chief Technology Officer of NuScale Power Corp (SMR), reported transactions involving the company's Class A Common Stock.
  • On July 1, 2025, Mr. Reyes acquired 33,000 shares of Class A Common Stock by exercising employee stock options at a price of $3.41 per share.
  • Concurrently on July 1, 2025, Mr. Reyes disposed of 33,000 shares of Class A Common Stock at a weighted average price of $36.6214 per share, pursuant to a Rule 10b5-1 trading plan.
  • On October 1, 2025, Mr. Reyes acquired an additional 33,000 shares of Class A Common Stock by exercising employee stock options at a price of $3.41 per share.
  • Also on October 1, 2025, Mr. Reyes disposed of 33,000 shares of Class A Common Stock at a weighted average price of $36.4989 per share, also under the same Rule 10b5-1 trading plan.
  • The sales were executed automatically under a Rule 10b5-1 trading plan adopted on November 13, 2024.
  • Following these transactions, Mr. Reyes indirectly holds 220,630 shares of Class A Common Stock through the Jose N. Reyes, Jr. Trust, dated August 2, 2021.
  • Mr. Reyes also indirectly holds 790,555 employee stock options through the Jose N. Reyes, Jr. Trust, dated August 2, 2021, after the reported exercises.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can sometimes be viewed negatively, these transactions were pre-planned under a Rule 10b5-1 plan, indicating a structured approach to liquidity rather than a reaction to new negative information. The significant profit realized from option exercises is positive for the insider.

Positives

  • The Chief Technology Officer realized significant gains by exercising options at $3.41 and selling shares at weighted average prices of $36.6214 and $36.4989.
  • The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a structured approach to managing personal holdings rather than a reaction to immediate market conditions.

Negatives

  • Insider selling, even if pre-planned, can sometimes be perceived by investors as a signal of reduced confidence in the company's near-term growth prospects or valuation, although this is mitigated by the 10b5-1 plan.

Risks

  • Investor perception of insider selling could potentially lead to negative sentiment, despite the pre-planned nature of the transactions.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

  • The reported sales of 33,000 shares on each transaction date occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 13, 2024.

Industry Context

This filing reports an insider transaction, which is specific to the individual's stock holdings and does not directly reflect broader industry trends or competitive dynamics within the nuclear power or small modular reactor (SMR) sector. However, insider activity is always observed by the market as a potential indicator of sentiment.

Comparison to Industry Standards

  • Not applicable. This filing details an insider's personal stock transactions, not company performance metrics that can be benchmarked against industry standards or competitors.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Trading Plan AdoptionThe reporting person adopted a Rule 10b5-1 trading plan on November 13, 2024, which governed the automatic execution of the reported stock sales.11/13/2024The adoption of a Rule 10b5-1 plan is a positive corporate governance practice, as it allows insiders to sell shares in a pre-arranged manner, mitigating concerns about trading on material non-public information.

Related Party Transactions

  • The securities are indirectly held by the Jose N. Reyes, Jr. Trust, dated August 2, 2021, which is a related party to the reporting person.

Stakeholder Impact

  • Shareholders may observe the insider selling, which could lead to questions about management's long-term view, though the pre-planned nature of the sales under a 10b5-1 plan typically lessens such concerns.
  • The transactions demonstrate the value of employee stock options for key personnel, potentially impacting employee morale and retention.

Next Steps

  • No specific future actions or milestones for the company are mentioned in this insider transaction report.

Key Dates

DateDescription
03/01/2021Date employee stock options became fully exercisable.
08/02/2021Date of the Jose N. Reyes, Jr. Trust, through which securities are indirectly held.
11/13/2024Date the Rule 10b5-1 trading plan was adopted by the reporting person.
07/01/2025Transaction date for the exercise of 33,000 employee stock options and the sale of 33,000 Class A Common Stock shares.
10/01/2025Transaction date for the exercise of 33,000 employee stock options and the sale of 33,000 Class A Common Stock shares.
10/03/2025Signature date of the reporting person's attorney-in-fact for the filing.
02/14/2028Expiration date for the employee stock options.

Recommendation

hold

A 'hold' recommendation is appropriate. While insider selling can sometimes be a bearish signal, these transactions were executed under a pre-arranged Rule 10b5-1 trading plan, which suggests a planned liquidity event rather than a reaction to new negative information. The CTO still retains a substantial number of shares and options. Investors should monitor future insider activity and company performance, but this specific filing does not present a strong case for a 'buy' or 'sell' based solely on these planned transactions.

Keywords

NuScale Power, SMR, Jose N. Reyes Jr., Insider Trading, Form 4, Stock Options, 10b5-1 Plan, Equity Sales, Chief Technology Officer

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