Tonnel David A 4

What Happened

• David A. Tonnel, Chief Accounting Officer of NuScale Power, had 9,710 restricted stock units (RSUs) convert into 9,710 Class A common shares on March 24, 2026. Following the vesting, he sold 2,290 shares in an open-market "sell-to-cover" on March 25, 2026 at $11.85 each, generating $27,125. The Form 4 also records the RSU conversion/settlement as a derivative transaction.

Key Details

• Transaction dates and prices:
  • 2026-03-24: Conversion/settlement of 9,710 RSUs into common shares (derivative, code M).
  • 2026-03-25: Open-market sale of 2,290 shares at $11.85 each = $27,125 (code S).
  • Filing also shows a derivative disposition entry for 9,710 shares at $0.00 associated with the RSU settlement.
• Shares retained (implied): 9,710 converted − 2,290 sold = 7,420 shares likely retained from this vesting (filing does not list total post-transaction holdings).
• Footnotes:
  • F1: RSUs convert to Class A common stock on a 1:1 basis.
  • F2: The 2,290-share sale was a sell-to-cover to satisfy tax withholding on the RSU vesting.
  • F3: These RSUs came from a March 25, 2025 grant of 29,131 RSUs vesting in three equal installments (≈9,710 each).
• Filing timeliness: Form 4 was filed on 2026-03-26 for transactions on 3/24–3/25 — timely (within the usual two-business-day window).

Context

• These transactions reflect a routine RSU vesting and a sell-to-cover for taxes, not an open-market investment purchase. For retail investors, sell-to-cover activity is common and typically done to satisfy tax obligations rather than to signal a view on the company’s prospects. The derivative entries simply record the settlement/conversion of RSUs into shares.