NET Power Inc. 13D/A Filing: Ownership Update

TL;DR

8 Rivers Capital group updated their NET Power ownership filing - no new $$, just housekeeping.

AI Summary

On November 26, 2024, NET Power Inc. filed an amendment (Amendment No. 4) to its Schedule 13D. The filing indicates changes in beneficial ownership by 8 Rivers Capital, LLC and its group members, including ARECA, INC., CHAMAEDOREA, INC., NPEH, LLC, SK INC., and TILLANDSIA, INC. The filing does not specify new dollar amounts or specific dates of transactions, but it updates the reporting of ownership stakes.

Why It Matters

This filing provides insight into the significant beneficial ownership of NET Power Inc. by 8 Rivers Capital and its associated entities, which can influence corporate governance and strategic decisions.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can signal shifts in control or strategy, potentially impacting stock price and investor confidence.

Key Players & Entities

• NET Power Inc. (company) — Subject Company
• 8 Rivers Capital, LLC (company) — Filing Party
• ARECA, INC. (company) — Group Member
• CHAMAEDOREA, INC. (company) — Group Member
• NPEH, LLC (company) — Group Member
• SK INC. (company) — Group Member
• TILLANDSIA, INC. (company) — Group Member
• Asheley Kinsey (person) — Chief Financial Officer

FAQ

Key Financial Figures

• $0.0001 — suer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 6410

Filing Documents

• tm2429528d1_sc13da.htm (SC 13D/A) — 119KB
• 0001104659-24-123260.txt ( ) — 121KB

Security

Item 1. Security and Issuer. The information contained in Item 1 of the Schedule 13D is hereby amended by updating the address of the Issuer as follows: The address of the principal executive offices of the Issuer is 320 Roney Street, Suite 200, Durham, North Carolina 27701.

Purpose of Transaction

Item 4. Purpose of Transaction. The information contained in Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following information: On November 19, 2024, NPEH effected the exchange of 1,260,420 Opco Units for 1,260,420 shares of Class A Common Stock. Upon such exchange, an equal number of shares of Class B Common Stock held by NPEH, which have no economic value, were cancelled. Between November 20, 2024 and November 22, 2024, NPEH sold all 1,260,420 shares of Class A Common Stock held by it.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. The information contained in Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: (a) and (b) The information contained in rows 7, 8, 9, 10, 11 and 13 of the cover pages for each Reporting Person is hereby incorporated by reference in its entirety into this Item 5. CUSIP No. 64107A105 13D Page 8 of 9 The percentages reported in this Amendment No. 4 are calculated based upon (i) 76,508,855 shares of Class A Common Stock issued and outstanding comprised of (a) 75,248,435 shares of Class A Common Stock issued and outstanding as of November 8, 2024, as reported in the Issuer Form 10-Q, and (b) 1,260,420 shares of Class A Common Stock that were sold by NPEH between November 20, 2024 and November 22, 2024 following the redemption and exchange of an equal number of Opco Units (and the cancellation of an equal number of shares of Class B Common Stock) held by NPEH and are now issued and outstanding, and (ii) 26,729,880 shares of Class A Common Stock issuable to NPEH upon the redemption and exchange of an equal number of Opco Units (and the cancellation of an equal number of shares of Class B Common Stock) held by NPEH. Neither the filing of this Amendment No. 4 nor any of its contents shall be deemed to constitute an admission by NPEH that it is the beneficial owner of any shares directly owned by 8 Rivers referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is expressly disclaimed. (c) Except as described in this Amendment No. 4, no transactions in the class of securities reported have been effected during the past sixty (60) days by the Reporting Persons. (d) Other than as described in this Amendment No. 4, to the knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated November 26, 2024 8 RIVERS CAPITAL, LLC By: /s/ Min Lee Min Lee, Acting General Counsel NPEH, LLC By: 8 Rivers Capital, LLC, its Manager By: /s/ Min Lee Min Lee, Acting General Counsel SK INC. By: /s/ Munhyuk Jang Munhyuk Jang, Head of Corporate Management Department TILLANDSIA, INC. By: /s/ Kiseon Park Kiseon Park, President ARECA, INC. By: /s/ Jaehun Jang Jaehun Jang, President CHAMAEDOREA, INC. By: /s/ Manjae Han Manjae Han, President

View Full Filing

View this SC 13D/A filing on SEC EDGAR