v3.26.1
Equity and Loss Per Share
6 Months Ended
Jun. 30, 2026
Noncontrolling Interest And Loss Per Share [Abstract]  
Equity and Loss Per Share Equity and Loss Per Share
Noncontrolling Interests

Holders of Class A common stock own direct controlling interests in the results of the combined entity, while the Legacy NuScale Equityholders own an economic interest in NuScale LLC, shown as noncontrolling interests (“NCI”) in equity in NuScale Corp’s condensed consolidated financial statements. The indirect economic interests are held by Legacy NuScale Equityholders in the form of NuScale LLC Class B units. The following table summarizes the economic interests of NuScale Corp between the holders of Class A common stock and indirect economic interests held by holders of NuScale LLC Class B units.
As of and for the Three Months Ended June 30,As of and for the Six Months Ended June 30,
Controlling and Noncontrolling Interests2026202520262025
NuScale Corp Class A common stock
Beginning of period323,741,458133,031,072318,480,601122,842,474 
Exchange of combined interests for Class A common stock41,621 22,92279,435 3,271,214 
Issuance of Class A common stock86,568,060 89,727,165 4,548,127 
RSUs vested and exercise of options16,651 699,4562,080,589 3,091,635 
End of period410,367,790133,753,450410,367,790 133,753,450 
NuScale LLC Class B Units (NCI)
Beginning of period19,375,371151,006,37119,413,185154,254,663 
Exchange of combined interests for Class A common stock(41,621)(22,922)(79,435)(3,271,214)
End of period19,333,750150,983,44919,333,750 150,983,449 
Total
Beginning of period343,116,829284,037,443337,893,786 277,097,137 
Issuance of Class A common stock86,568,060 89,727,165 4,548,127 
RSUs vested and exercise of options16,651 699,4562,080,589 3,091,635 
End of period429,701,540284,736,899429,701,540 284,736,899 
The ownership percentages of the controlling and noncontrolling interests are as follows:

As of and for the Three Months Ended June 30,As of and for the Six Months Ended June 30,
2026202520262025
NuScale Corp Class A common stock
Beginning of period94.4 %46.8 %94.3 %44.3 %
End of period95.5 %47.0 %95.5 %47.0 %
NuScale LLC Class B Units (NCI)
Beginning of period5.6 %53.2 %5.7 %55.7 %
End of period4.5 %53.0 %4.5 %53.0 %

The NCI may decrease according to the number of shares of Class B common stock and NuScale LLC Class B units that are exchanged for shares of Class A common stock or, in certain circumstances including at the election of NuScale Corp, cash in an amount equal to the fair value of Class A common stock received in a contemporaneous equity issuance. After each exchange, NuScale LLC equity attributable to NuScale Corp is rebalanced to reflect the change in ownership percentage, which is calculated above based on NuScale LLC Class B units and shares of Class A common stock, as a percentage of Combined interests.

Loss Per Share
Basic loss per share is based on the average number of shares of Class A common stock outstanding during the period. Diluted loss per share is based on the average number of shares of Class A common stock used for the basic earnings per share calculation, adjusted for the dilutive effect of RSUs, stock options and Warrants using the “treasury stock” method and for all other interests that convert into potential shares of Class A common stock, if any, using the “if converted” method. Net loss attributable to Class A common stockholders for diluted loss per share is adjusted for the Company’s share of NuScale LLC’s net loss, net of NuScale Corp taxes, after giving effect to all other interests that convert into potential shares of Class A common stock, to the extent it is dilutive.

The following table sets forth the computation of basic and diluted net loss per share of Class A common stock. Class B common stock represents a right to cast one vote per share at the NuScale Corp level, and carries no economic rights, including rights to dividends or distributions upon liquidation, and as a result, is not considered a participating security for basic and diluted loss per share. As such, basic and diluted loss per share of Class B common stock has not been presented.
As of and for the Three Months Ended June 30,As of and for the Six Months Ended June 30,
2026202520262025
Net loss attributable to Class A common stockholders$(47,539)$(17,641)$(91,554)$(31,646)
Weighted-average shares for basic and diluted loss per share364,523,356 133,417,743 342,241,824 130,583,744 
Basic and Diluted loss per share of Class A common stock$(0.13)$(0.13)$(0.27)$(0.24)
Anti-dilutive securities excluded from shares outstanding:
    Shares of Class B common stock19,333,750 150,983,449 19,333,750 150,983,449 
    Stock options4,496,162 5,199,984 4,496,162 5,199,984 
    Time-based RSUs4,940,900 4,493,419 4,940,900 4,493,419 
Total28,770,812 160,676,852 28,770,812 160,676,852 

On February 26, 2026, NuScale entered into a sales agreement (the “2026 Sales Agreement”) with UBS Securities LLC, B. Riley Securities, Inc., Canaccord Genuity LLC and Tuohy Brothers Investment Research, Inc. as sales agents under which the Company may offer and sell shares of our Class A common stock, having an aggregate sales price of up to $1,000,000 (the “2026 ATM Program”).

During the three months ended June 30, 2026, the Company issued and sold 86,568,060 shares of Class A common stock for the gross and net proceeds of $962,068 and $947,214, respectively, with a weighted average price of $11.11 per share. During the six months ended June 30, 2026, the Company issued and sold 89,727,165 shares of Class A common stock for the gross and net proceeds of $1,000,000 and $984,475, respectively, with a weighted average price of $11.14 per share before completing the 2026 ATM Program in June.
On November 8, 2024, NuScale entered into a sales agreement with TD Securities (USA) LLC, UBS Securities LLC, B. Riley Securities, Inc. and Canaccord Genuity LLC as sales agents under which the Company may offer and sell shares of our Class A common stock, having an aggregate sales price of up to $200,000 (“ATM Program”). During the six months ended June 30, 2025, the Company issued and sold 4,548,127 shares of Class A common stock for the gross and net proceeds of $102,416 and $99,757, respectively, with a weighted average price of $22.68 per share, while no such sales were executed during the three months ended June 30, 2025. NuScale completed sales under the ATM Program in August 2025.