James Canafax
About James Canafax
NuScale Power appointed James D. Canafax as Chief Legal Officer and Corporate Secretary effective October 20, 2025, following decades of legal leadership across nuclear and broader energy/manufacturing sectors . He previously served as General Counsel and Chief Compliance Officer at Maritime Partners, LLC, and as Senior Vice President, General Counsel, Chief Compliance Officer, and Corporate Secretary at BWX Technologies, Inc. (NYSE: BWXT) . Education: J.D. Harvard Law School; B.S. International Trade & Finance, Louisiana State University; MIT Nuclear Reactor Technology Course for Executives . For company performance context, NuScale’s revenues increased from $11.8M in FY2022 to $37.0M in FY2024 ; EBITDA remained negative over 2022–2024 (values below; S&P Global).
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($USD) | $11.804M | $22.810M | $37.045M |
| EBITDA ($USD) | $(227.297M)* | $(273.008M)* | $(133.647M)* |
Values marked with * retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Maritime Partners, LLC | General Counsel; Chief Compliance Officer | — | Built legal department; supported strategic growth, regulatory compliance, financing initiatives . |
| BWX Technologies, Inc. | SVP; General Counsel; Chief Compliance Officer; Corporate Secretary | — | Oversaw legal/compliance/governance; managed M&A, high-profile litigation, regulatory interactions with NRC/DOE/DOD; advised Board and senior executives . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No public company directorships or external board roles disclosed . |
Fixed Compensation
- No individual base salary, target bonus, or paid bonus amounts for Mr. Canafax have been disclosed to date; no Item 5.02 8‑K compensation terms were furnished with his appointment press release .
Performance Compensation
NuScale’s executive pay program emphasizes at‑risk incentives with company‑wide annual goals; although Mr. Canafax joined after FY2024, this is the current framework for NEOs and senior executives.
| Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| New Customers | 20.00% | 30 NPM | — | — |
| Cash Revenues | 10.00% | $79.9M | $34M | — |
| Backlog (12/31/24) | 10.00% | $125M | $41.3M | — |
| Operational Cash Flow | 18.75% | $(90.8M) | $(111.4M) | 77.33% |
| Year‑End Cash Balance | 18.75% | $71.2M | $446.8M | 200.00% |
| Operational Delivery Milestones | 5.00% | 100% on time | 100% on time | 100.00% |
| Commercialization Program | 5.00% | 95.00% | 93.00% | 96.67% |
| DOE Milestones | 10.00% | 100% on time | 100% early | 200.00% |
| Safety | 2.50% | No lost‑time injuries + program | All max reqs met | 200.00% |
| Weighted Total | 100.00% | — | — | 86.63% |
Program design and governance:
- LTIs comprise RSUs and stock options, vesting ratably over three years; 2024 awards were 50% options and 50% RSUs, targeted near 35th percentile to manage dilution .
- Robust clawback policy for performance‑based compensation; no option repricing without stockholder approval; prohibition on hedging and pledging .
Equity Ownership & Alignment
| Date | Security | Holdings | Ownership % | Notes |
|---|---|---|---|---|
| Oct 22, 2025 (Form 3) | Common/derivative | None | <1% | Initial statement of beneficial ownership; no securities held . |
| Nov 7, 2025 (PRE 14A) | Class A / Class B | 0 / 0 | <1% | Listed with zero beneficial ownership among directors/executives . |
- Stock ownership guidelines: executive officers (CFO and other CEO direct reports) must hold stock equal to 2x base salary; CEO 5x base salary .
- Anti‑hedging and anti‑pledging policy applies to officers and directors .
- No Section 16 insider purchases/sales or equity grants have been reported for Mr. Canafax as of the filings above .
Employment Terms
Company‑wide executive policies (applicable to executives without individual employment agreements):
| Term | Severance (No CIC) | Severance (With CIC) | Other Key Provisions |
|---|---|---|---|
| Cash Severance | Lump sum equal to 1x base salary + target bonus | Lump sum 1.0x–1.5x base salary + target bonus (title‑based) | Pro‑rated annual bonus at target upon CIC termination . |
| Benefits | Up to 12 months COBRA reimbursement | Up to 12 months COBRA reimbursement | Up to $25,000 outplacement . |
| Equity | Time‑vested awards continue/vest per award terms; performance awards typically forfeited absent CIC | Full vesting of time‑based awards; performance awards at 100% of target | Double‑trigger required; no excise tax gross‑ups; 280G cut‑back if economically beneficial . |
| Covenants | Confidentiality; non‑compete and non‑solicit during employment; post‑employment non‑solicit for 12 months; non‑disparagement | Same | Same |
Note: Only the CEO has a bespoke employment agreement; other executives follow the severance and CIC plan noted above .
Investment Implications
- Newly appointed CLO/Corporate Secretary with deep nuclear regulatory experience (NRC/DOE/DOD) and complex M&A/litigation exposure enhances execution capacity for licensing, partnerships, and capital markets transactions—supports de‑risking legal/regulatory pathways .
- As of Nov 2025, no reported personal equity stake (Form 3 zero holdings; PRE 14A zero), reducing immediate insider selling pressure; alignment is expected to build via standard executive ownership guidelines and future equity grants under time‑vested RSUs/options .
- Anti‑hedging/pledging and clawback policies mitigate misalignment and governance risk; double‑trigger CIC terms and 280G cut‑back are shareholder‑friendly relative to common market practice .
- Company performance context shows rising revenues but negative EBITDA; legal/compliance leadership will be important as NuScale pursues commercialization and contracts amid capital needs, potentially affecting incentive attainment and retention levers in 2026 disclosures . Values marked with * retrieved from S&P Global.