SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 05/02/2022 | 3. Issuer Name and Ticker or Trading Symbol NUSCALE POWER Corp [ SMR ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Class B Units and Class B Common Stock | (1) | (1) | Class A Common Stock | 125,936,472 | (1) | I | See Footnote(2) |
Class B Units and Class B Common Stock | (1) | (1) | Class A Common Stock | 463,747 | (1) | I | See Footnote(3) |
Explanation of Responses: |
1. Each Class B unit of NuScale Power, LLC, an Oregon limited liability company and a wholly-owned subsidiary of the Issuer ("Class B Units"), together with one share of Class B common stock, par value $0.0001 per share, of the Issuer ("Class B Common Stock"), is exchangeable into one share of Class A common stock, par value $0.0001 per share, of the Issuer. Any such exchange is subject to various procedures, conditions and restrictions described in the Sixth Amended and Restated Limited Liability Company Agreement for NuScale Power, LLC dated as of May 2, 2022, which is incorporated by reference to Exhibit 10.12 to the Issuer's current report on Form 8-K filed with the SEC on May 5, 2022. |
2. Owned of record by Fluor Enterprises, Inc., which is a wholly owned subsidiary of Fluor Corporation, whose principal business address is 6700 Las Colinas Boulevard, Irving, Texas 75039. |
3. Owned of record by NuScale Holdings Corp., which is majority owned by Fluor Enterprises, Inc. |
By: /s/ John R. Reynolds Executive Vice President, Chief Legal Officer & Secretary | 05/12/2022 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |