SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Fujino Shinji

(Last)

(First)

(Middle)

6650 SW REDWOOD LANE, SUITE 210

(Street)

PORTLAND

97224

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NUSCALE POWER Corp [ SMR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	03/01/2023		M		2,676	A	$0	2,676	D
Class A Common Stock	05/26/2023		M		1,733	A	$0	4,409	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	$0⁽¹⁾	12/01/2022		A		13,659		⁽²⁾	⁽²⁾	Class A Common Stock	13,659	$0	13,659	D
Restricted Stock Unit	$0⁽¹⁾	03/01/2023		M			2,676	⁽²⁾	⁽²⁾	Class A Common Stock	2,676	$0	10,983	D
Restricted Stock Unit	$0⁽¹⁾	05/26/2023		M			1,733	⁽²⁾	⁽²⁾	Class A Common Stock	1,733	$0	9,250	D
Restricted Stock Unit	$0⁽¹⁾	05/26/2023		A		14,120		⁽³⁾	⁽³⁾	Class A Common Stock	14,120	$0	14,120	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.

2. On December 1, 2022, Mr. Fujino joined the board. The board awarded him 7,339 restricted stock units as the 2022 annual award that will vest quarterly beginning March 1, 2023, until it is vested after one year, and 10,091 restricted stock units as a one-time award that will vest quarterly beginning March 1, 2023, over three years. All units not vested and nonforfeitable will be forfeited to the Company upon termination of service. On May 26, 2023, the board approved the accelerated vesting of all shares under the annual award through May 26, 2023, and canceled the remainder of the award.

3. On May 26, 2023, the board awarded 14,120 restricted stock units as the annual award that will vest quarterly beginning August 26, 2023, until it is vested after one year. All restricted stock units that are not vested and nonforfeitable will be forfeited to the Company upon termination of service.

Remarks:

	Patrick Cannon, attorney-in-fact for Shinji Fujino	05/31/2023
	** 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 4 (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).
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