Sec Form 3 Filing - 8 Rivers Capital, LLC @ NET Power Inc. - 2023-06-08

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person 8 Rivers Capital, LLC 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) (Last) (First) (Middle) 406 BLACKWELL STREET, 4TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/08/2023 (Street) DURHAM, NC27701 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 500,000 D Class A Common Stock 5,000,000 I By: Tillandsia ( 2 ) Class B Common Stock 30,005,300 ( 1 ) I By: NPEH, LLC ( 3 ) ( 4 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Class A Units of NET Power Operations LLC ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 30,005,300 I By: NPEH, LLC ( 3 ) ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other 8 Rivers Capital, LLC 406 BLACKWELL STREET, 4TH FLOOR DURHAM, NC27701 X SK INC. 26, JONG-RO, JONGNO-GU SEOUL, M503188 X Signatures /s/ 8 Rivers Capital, LLC, By Cameron Hosie, Chief Executive Officer 06/20/2023 Signature of Reporting Person Date /s/ SK Inc, By Munhyuk Jang, Head of Corporate Management Department 06/20/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )For each Class A Unit of Net Power Operations LLC, NPEH, LLC owns a corresponding share of Class B Common Stock of the Issuer. The Class A Units of NET Power Operations LLC (together with the corresponding shares of the Issuer's Class B Common Stock) 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. ( 2 )As holder of 100.0% of the outstanding equity in Tillandsia, Inc. ("Tillandsia"), SK Inc. ("SK") may be deemed to be a beneficial owner of the securities directly owned by Tillandsia. SK disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that SK is the beneficial owner of such securities for purposes of Section 16 or otherwise. 8 Rivers Capital, LLC ("8 Rivers") does not have any interest in the securities held by Tillandsia and thus expressly disclaims beneficial ownership of such securities, and this report shall not be deemed an admission that 8 Rivers is the beneficial owner of such securities for purposes of Section 16 or otherwise. ( 3 )As manager and holder of approximately 91.4% of the outstanding equity in NPEH, LLC, 8 Rivers may be deemed to be a beneficial owner of the securities directly owned by NPEH, LLC. 8 Rivers disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that 8 Rivers is the beneficial owner of such securities for purposes of Section 16 or otherwise. ( 4 )SK indirectly beneficially owns 100.0% of each of Tillandsia, Areca, Inc. ("Areca") and Chamaedorea, Inc. ("Chamaedorea"). Each of Tillandsia, Areca and Chamaedorea beneficially owns approximately 15.4%, 26.7% and 20.3%, respectively, of the voting units of 8 Rivers and thus SK may be deemed to be a beneficial owner of the securities beneficially owned by 8 Rivers and NPEH, LLC. SK disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that SK is the beneficial owner of such securities for purposes of Section 16 or otherwise.

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).

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