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Dae Seok Bae

Filed: 16 May 22, 6:08pm
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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
BH Investment & Liberty Ltd.

(Last) (First) (Middle)
9F, 21, YEOUIDAEBANG-RO 67-GIL,
YEONGDEUNGPO-GU

(Street)
SEOUL M5 07330

(City) (State) (Zip)
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)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
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)
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 Common Stock (1) (1) Class A Common Stock 4,241,765 (1) I(2) See footnote(2)(5)
Class B Common Stock (1) (1) Class A Common Stock 372,420 (1) I(3) See footnote(3)(5)
Class B Common Stock (1) (1) Class A Common Stock 4,512,729 (1) I(4) See footnote(4)(5)
1. Name and Address of Reporting Person*
BH Investment & Liberty Ltd.

(Last) (First) (Middle)
9F, 21, YEOUIDAEBANG-RO 67-GIL,
YEONGDEUNGPO-GU

(Street)
SEOUL M5 07330

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Bae Dae Seok

(Last) (First) (Middle)
9F, 21, YEOUIDAEBANG-RO 67-GIL,
YEONGDEUNGPO-GU

(Street)
SEOUL M5 07330

(City) (State) (Zip)
Explanation of Responses:
1. Each share of Class B common stock, par value $0.0001 per share ("Class B Common Stock"), of NuScale Power Corporation (the "Issuer") when paired with one Class B Unit of NuScale Power, LLC, may be exchanged at the holder's election for one share of Class A common stock, par value $0.0001 per share of the Issuer.
2. Consists of 4,241,765 shares of Class B Common Stock directly held by Next Tech 1 New Technology Investment Fund ("Next Tech 1"). BH Investment and Liberty Ltd. ("BHI") is, together with IBK Securities Co., Ltd. ("IBKS"), the co-general partner of Next Tech 1 with the right to vote or dispose of the shares of Class B Common Stock held by Next Tech 1. BHI disclaims any beneficial ownership of the securities held by Next Tech 1 other than to the extent of any pecuniary interest it may have therein, directly or indirectly.
3. Consists of 372,420 shares of Class B Common Stock directly held by Next Tech 2 New Technology Investment Fund ("Next Tech 2"). BHI is, together with IBKS, the co-general partner of Next Tech 2 with the right to vote or dispose of the shares of Class B Common Stock held by Next Tech 2. BHI disclaims any beneficial ownership of the securities held by Next Tech 2 other than to the extent of any pecuniary interest it may have therein, directly or indirectly.
4. Consists of 4,512,729 shares of Class B Common Stock directly held by Next Tech 3 New Technology Investment Fund ("Next Tech 3"). BHI is, together with SB Partners Co., Ltd. and SAC Partners Co., Ltd., the co-general partner of Next Tech 3 with the right to vote or dispose of the shares of Class B Common Stock held by Next Tech 3. BHI disclaims any beneficial ownership of the securities held by Next Tech 3 other than to the extent of any pecuniary interest it may have therein, directly or indirectly.
5. Dae Seok Bae is the sole controlling person of BHI, and therefore is deemed to share beneficial ownership of the shares of Class B Common Stock held by Next Tech 1, Next Tech 2 and Next Tech 3. Dae Seok Bae disclaims any beneficial ownership of the securities held by Next Tech 1, Next Tech 2 and Next Tech 3 other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
Remarks:
See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer.
By: /s/ Dae Seok Bae for BH Investment and Liberty Ltd. Name: Dae Seok Bae Title: Director 05/16/2022
/s/ Dae Seok Bae 05/16/2022
** 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.
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