{"url_path":"/sec/smr/8-k/2026-08-11/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-08-11","source_url":"https://www.sec.gov/Archives/edgar/data/1822966/0001104659-26-094073-index.html","accession_number":"0001104659-26-094073","cik":"0001822966","ticker":"SMR","issuer_name":"NUSCALE POWER Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/1822966/0001104659-26-094073-index.html","primary_entity_key":"0001822966","primary_entity_name":"NUSCALE POWER Corp"},"word_count":521,"has_tables":true,"body_markdown":"**Item 1.01**\n**  Entry into a Material Definitive Agreement.**\n\n \n\nOn August 11, 2026, NuScale Power Corporation (the “Company”)\nentered into a Sales Agreement (the “Sales Agreement”) with UBS Securities LLC (“UBS”), B. Riley Securities, Inc.\n(“B. Riley”), Canaccord Genuity LLC (“Canaccord”), Craig-Hallum Capital Group, LLC (“Craig-Hallum”),\nTCBI Securities, Inc., doing business as Texas Capital Securities (“TCS”) and Tuohy Brothers Investment Research, Inc. (“Tuohy\nBrothers”) with respect to an at-the-market offering program under which the Company may offer and sell, from time to time at its\nsole discretion, shares of its Class A common stock, par value $0.0001 per share (the “Common Stock”), having an aggregate\noffering price of up to $750,000,000 (the “Shares”) through any of UBS, B. Riley, Canaccord, Craig-Hallum, TCS or Tuohy Brothers\nas its “sales agent” (together, the “Sales Agents”).\n\n \n\nUnder the Sales Agreement, the Company will set the parameters for\nthe sale of Shares, including the number of Shares to be issued, the time period during which sales are requested to be made, limitations\non the number of Shares that may be sold in any one trading day and any minimum price below which sales may not be made. Subject to the\nterms of the Sales Agreement, the sales agent may sell the Shares by any method that is deemed to be an “at the market offering”\nas defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), including sales\nmade through The New York Stock Exchange or any other trading market for the Common Stock.\n\n \n\nThe Company will pay the sales agent a commission equal up to 2% of\nthe gross sales proceeds of any Shares sold through the sales agent under the Sales Agreement, and has provided each sales agent with\ncustomary indemnification and contribution rights.\n\n \n\nThe Sales Agreement will terminate upon the earlier of (i) the sale\nof all Shares subject to the Sales Agreement or (ii) termination of the Sales Agreement in accordance with the terms and conditions set\nforth therein.\n\n \n\nAny Shares to be offered and sold under the Sales Agreement will be\nissued and sold pursuant to the Company’s Registration Statement on Form S-3ASR (File No. 333-289467), which was filed with the\nSecurities and Exchange Commission (“SEC”) on August 11, 2025 and became automatically effective upon filing pursuant to Rule\n462(e) under the Securities Act. The Company filed a prospectus supplement, dated August 11, 2026, with the SEC in connection with the\noffer and sale of the Shares pursuant to the Sales Agreement.\n\n \n\nThe foregoing description of the Sales Agreement does not purport to\nbe complete and is qualified in its entirety by reference to the full text of the Sales Agreement, a copy of which is attached as Exhibit\n1.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated herein by reference.\n\n \n\nO’Melveny & Myers LLP, counsel to the Company, has issued\nan opinion to the Company, dated August 11, 2026, relating to the validity of the Shares to be issued and sold pursuant to the Sales Agreement,\na copy of which is filed as Exhibit 5.1 to this Current Report."}