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  4. [Form 4] NET Power Inc. Insider Trading Activity

NPEH swaps 3M units for stock at NET Power (NYSE: NPWR)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NPEH, LLC reported acquisition or exercise transactions in this Form 4 filing.

NPEH, LLC, a major holder of NET Power Inc., reported internal equity movements rather than market trades. On March 6, 2026, NPEH exchanged 3,000,000 Class A Units of NET Power Operations LLC for 3,000,000 shares of NET Power Class A Common Stock on a one-for-one basis.

In connection with this exchange, 3,000,000 shares of Class B Common Stock held by NPEH, which the company notes have no economic value, were cancelled. After these transactions, NPEH holds 3,400,000 Class A Common shares and 17,729,880 Class B Common shares, reflecting a restructuring of how its interest is held rather than a cash purchase or sale.

Positive

  • None.

Negative

  • None.

Insights

Large holder converts operating units into listed shares, with offsetting Class B cancellation.

The activity centers on NPEH, LLC exchanging 3,000,000 NET Power Operations LLC Class A Units into an equal number of NET Power Class A Common shares. The exchange is one-for-one, with no expiration, and priced at $0.00 per share in the Form 4.

At the same time, 3,000,000 Class B Common shares tied to those units were cancelled, and these Class B shares are described as having no economic value. Post-transaction, NPEH directly holds 3,400,000 Class A and 17,729,880 Class B shares, indicating a structural shift in its holdings rather than an open-market buy or sell.

This pattern is typical of “Up-C” or similar structures where operating company units are exchangeable into listed stock. It mainly clarifies how NPEH’s ownership is represented on the company’s cap table, with no immediate cash flow implications disclosed in this filing.

Insider NPEH, LLC
Role 10% Owner
Type Security Shares Price Value
Conversion Class A Common Stock 3,000,000 $0.00 --
Other Class B Common Stock 3,000,000 $0.00 --
Holdings After Transaction: Class A Common Stock — 3,400,000 shares (Direct); Class B Common Stock — 17,729,880 shares (Direct)
Footnotes (1)
  1. The Class A Units of NET Power Operations LLC are exchangeable into shares of the Issuer's Class A Common Stock or, at the Issuer's election, cash, on a one-for-one basis and have no expiration date. On March 6, 2026, NPEH exchanged 3,000,000 Class A Units of NET Power Operations LLC for 3,000,000 shares of the Issuer's Class A Common Stock. For each Class A Unit of Net Power Operations LLC, NPEH owns a corresponding share of Class B Common Stock of the Issuer. Upon the exchange of 3,000,000 Class A Units of Net Power Operations LLC, an equal number of shares of Class B Common Stock of the Issuer held by NPEH, which have no economic value, were cancelled.
Form 4 Insider Transactions: What Each Field Means →
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
NPEH, LLC
(Last) (First) (Middle)
406 BLACKWELL STREET, 4TH FLOOR
(Street)
DURHAM NC 27701
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NET Power Inc. [ NPWR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026
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)
Code V Amount (A) or (D) Price
Class A Common Stock 03/06/2026 C 3,000,000 A (1) 3,400,000 D
Class B Common Stock 03/06/2026 J 3,000,000 D (2) 17,729,880 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The Class A Units of NET Power Operations LLC are exchangeable into shares of the Issuer's Class A Common Stock or, at the Issuer's election, cash, on a one-for-one basis and have no expiration date. On March 6, 2026, NPEH exchanged 3,000,000 Class A Units of NET Power Operations LLC for 3,000,000 shares of the Issuer's Class A Common Stock.
2. For each Class A Unit of Net Power Operations LLC, NPEH owns a corresponding share of Class B Common Stock of the Issuer. Upon the exchange of 3,000,000 Class A Units of Net Power Operations LLC, an equal number of shares of Class B Common Stock of the Issuer held by NPEH, which have no economic value, were cancelled.
By: /s/ Min Lee, General Counsel of 8 Rivers Capital, LLC, its Manager 03/10/2026
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did NPEH, LLC report in this NET Power (NPWR) Form 4?

NPEH, LLC reported an internal ownership change, not a market trade. It exchanged 3,000,000 Class A Units of NET Power Operations LLC for 3,000,000 NET Power Class A Common shares, with related Class B shares cancelled, reshaping how its existing stake is held.

How many NET Power Class A shares did NPEH receive on March 6, 2026?

On March 6, 2026, NPEH received 3,000,000 shares of NET Power Class A Common Stock. These shares came from exchanging an equal number of Class A Units of NET Power Operations LLC on a one-for-one basis, as described in the Form 4 footnotes.

What happened to NPEH’s Class B Common Stock in this NPWR filing?

In connection with the exchange, 3,000,000 shares of NET Power Class B Common Stock held by NPEH were cancelled. The company notes these Class B shares have no economic value, so the cancellation mainly affects voting or structural aspects, not cash proceeds.

Does this NET Power Form 4 show NPEH buying or selling shares on the market?

No market buy or sell is shown. The Form 4 describes a conversion and restructuring: NPEH exchanged operating company units into Class A Common shares and had corresponding Class B shares cancelled, all at a reported price of $0.00 per share.

What are NPEH, LLC’s NET Power holdings after these transactions?

After the reported transactions, NPEH directly holds 3,400,000 shares of NET Power Class A Common Stock and 17,729,880 shares of Class B Common Stock. This reflects the updated ownership structure following the exchange and cancellation detailed in the Form 4.

What is the exchange relationship between NET Power Operations LLC units and NPWR Class A shares?

Each Class A Unit of NET Power Operations LLC is exchangeable into one share of NET Power Class A Common Stock, or cash at the issuer’s election, on a one-for-one basis. In this filing, 3,000,000 units were exchanged into 3,000,000 shares.