CWEN · Clearway Energy, Inc.
Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 3, 4 and 5. Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2026-07-09 | TotalEnergies SE |
Director, 10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of Clearway Energy, Inc. previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr. TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization". |
Class C Common Stock
(I)
|
101 |
| 2026-07-09 | BlackRock Portfolio Management LLC |
10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of the Issuer previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. Reflects securities held directly by Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") which is the sole member of Clearway Energy Group. Zephyr GP is owned by GIP III Zephyr Midco Holdings, L.P. ("Midco") and TotalEnergies Renewables USA, LLC. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of Midco. As a result, each of Zephyr GP, Zephyr, Midco, Global GP and Global Investors (the "GIP Entities") may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group. Adebayo Ogunlesi, Michael McGhee, Rajaram Rao, Deepak Agrawal, Julie Ashworth, Jonathan Bram, William Brilliant, Matthew Harris, Tom Horton, Sugam Mehta and Salim Samaha, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. BlackRock Portfolio Management LLC and the GIP Entities disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, if any, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended ("the Exchange Act"), BlackRock Portfolio Management LLC and the GIP Entities state that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose. |
Class C Common Stock
(I)
|
101 |
| 2026-07-01 | Cornelius Craig |
Director, President & CEO |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On July 1, 2024, Mr. Cornelius was issued 37,945 Restricted Stock Units ("RSUs") by Clearway Energy, Inc. under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP"). These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On July 1, 2026, 14,119 shares vested. Mr. Cornelius elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 7,184 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. |
Class C Common Stock, par value $.01 per share
|
7,184 |
| 2026-06-18 | BlackRock Portfolio Management LLC |
10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of the Issuer previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. Reflects securities held directly by Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") which is the sole member of Clearway Energy Group. Zephyr GP is owned by GIP III Zephyr Midco Holdings, L.P. ("Midco") and TotalEnergies Renewables USA, LLC. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of Midco. As a result, each of Zephyr GP, Zephyr, Midco, Global GP and Global Investors (the "GIP Entities") may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group. Adebayo Ogunlesi, Michael McGhee, Rajaram Rao, Deepak Agrawal, Julie Ashworth, Jonathan Bram, William Brilliant, Matthew Harris, Tom Horton, Sugam Mehta and Salim Samaha, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. BlackRock Portfolio Management LLC and the GIP Entities disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, if any, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended ("the Exchange Act"), BlackRock Portfolio Management LLC and the GIP Entities state that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose. |
Class C Common Stock
(I)
|
945 |
| 2026-06-18 | TotalEnergies SE |
Director, 10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of Clearway Energy, Inc. previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr. TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization". |
Class C Common Stock
(I)
|
945 |
| 2026-06-12 | BlackRock Portfolio Management LLC |
10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of the Issuer previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. Reflects securities held directly by Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") which is the sole member of Clearway Energy Group. Zephyr GP is owned by GIP III Zephyr Midco Holdings, L.P. ("Midco") and TotalEnergies Renewables USA, LLC. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of Midco. As a result, each of Zephyr GP, Zephyr, Midco, Global GP and Global Investors (the "GIP Entities") may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group. Adebayo Ogunlesi, Michael McGhee, Rajaram Rao, Deepak Agrawal, Julie Ashworth, Jonathan Bram, William Brilliant, Matthew Harris, Tom Horton, Sugam Mehta and Salim Samaha, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. BlackRock Portfolio Management LLC and the GIP Entities disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, if any, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended ("the Exchange Act"), BlackRock Portfolio Management LLC and the GIP Entities state that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose. |
Class C Common Stock
(I)
|
438 |
| 2026-06-12 | TotalEnergies SE |
Director, 10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of Clearway Energy, Inc. previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr. TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization". |
Class C Common Stock
(I)
|
438 |
| 2026-06-01 | Cornelius Craig |
Director, President & CEO |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Restricted Stock Units ("RSUs") and Relative Performance Stock Units ("RPSUs"), which become exercisable proportionately with the RSUs and RPSUs to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. as determined by the RSU or RPSU to which they relate. Includes 19,150 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
3,413 |
| 2026-06-01 | Ford Brian R. |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Deferred Stock Units, which become exercisable proportionately with the Deferred Stock Units to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. Includes 31,764 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
1,186 |
| 2026-06-01 | More Daniel B. |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Deferred Stock Units, which become exercisable proportionately with the Deferred Stock Units to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. Includes 15,425 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
803 |
| 2026-06-01 | Rubenstein Sarah |
EVP AND CFO |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Restricted Stock Units ("RSUs") and Relative Performance Stock Units ("RPSUs"), which become exercisable proportionately with the RSUs and RPSUs to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. as determined by the RSU or RPSU to which they relate. Includes 3,379 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
654 |
| 2026-06-01 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Restricted Stock Units ("RSUs") and Relative Performance Stock Units ("RPSUs"), which become exercisable proportionately with the RSUs and RPSUs to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. as determined by the RSU or RPSU to which they relate. Includes 5,339 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
598 |
| 2026-06-01 | ONEAL E STANLEY |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents 6,692 Deferred Stock Units issued to the Reporting Person by Clearway Energy, Inc. under Clearway Energy, Inc.'s Amended and Restated 2013 Equity Incentive Plan. Each Deferred Stock Unit is equivalent to one share of Clearway Energy, Inc.'s Class C Common Stock, par value $.01 per share. The reporting person will receive from Clearway Energy, Inc. one such share of Class C Common Stock for each Deferred Stock Unit he owns upon termination of his service on Clearway Energy, Inc.'s Board of Directors or change in ownership or effective control of Clearway Energy, Inc. |
Class C Common Stock, par value $.01 per share
|
6,692 |
| 2026-06-01 | Lowry Jennifer Elaine |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Deferred Stock Units, which become exercisable proportionately with the Deferred Stock Units to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. Includes 2,911 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
282 |
| 2026-06-01 | ONEAL E STANLEY |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Deferred Stock Units, which become exercisable proportionately with the Deferred Stock Units to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. Includes 15,493 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
919 |
| 2026-06-01 | Lowry Jennifer Elaine |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents 3,966 Deferred Stock Units issued to the Reporting Person by Clearway Energy, Inc. under Clearway Energy, Inc.'s Amended and Restated 2013 Equity Incentive Plan. Each Deferred Stock Unit is equivalent to one share of Clearway Energy, Inc.'s Class C Common Stock, par value $.01 per share. The reporting person will receive from Clearway Energy, Inc. one such share of Class C Common Stock for each Deferred Stock Unit she owns upon termination of her service on Clearway Energy, Inc.'s Board of Directors or change in ownership or effective control of Clearway Energy, Inc. |
Class C Common Stock, par value $.01 per share
|
3,966 |
| 2026-06-01 | Brown Michael August |
SVP, GC & Corp. Secretary |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents dividend equivalent rights accrued on the Reporting Person's Restricted Stock Units ("RSUs"), which become exercisable proportionately with the RSUs to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. as determined by the RSU to which they relate. Includes 255 dividend equivalent rights that may only be settled in Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
255 |
| 2026-06-01 | More Daniel B. |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents 3,966 Deferred Stock Units issued to the Reporting Person by Clearway Energy, Inc. under Clearway Energy, Inc.'s Amended and Restated 2013 Equity Incentive Plan. Each Deferred Stock Unit is equivalent to one share of Clearway Energy, Inc.'s Class C Common Stock, par value $.01 per share. The reporting person will receive from Clearway Energy, Inc. one such share of Class C Common Stock for each Deferred Stock Unit he owns upon termination of his service on Clearway Energy, Inc.'s Board of Directors or change in ownership or effective control of Clearway Energy, Inc. |
Class C Common Stock, par value $.01 per share
|
3,966 |
| 2026-06-01 | Ford Brian R. |
Director |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents 4,461 Deferred Stock Units issued to the Reporting Person by Clearway Energy, Inc. under Clearway Energy, Inc.'s Amended and Restated 2013 Equity Incentive Plan. Each Deferred Stock Unit is equivalent in value to one share of Clearway Energy, Inc.'s Class C Common Stock, par value $.01 per share. The Reporting Person will receive from Clearway Energy, Inc. one such share of Class C Common Stock for each Deferred Stock Unit he owns upon termination of his service on Clearway Energy, Inc.'s Board of Directors. |
Class C Common Stock, par value $.01 per share
|
4,461 |
| 2026-05-01 | BlackRock Portfolio Management LLC |
10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of the Issuer previously granted by Clearway Energy Group under its Long Term Equity Incentive Program to one or more of its employees. Reflects securities held directly by Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") which is the sole member of Clearway Energy Group. Zephyr GP is owned by GIP III Zephyr Midco Holdings, L.P. ("Midco") and TotalEnergies Renewables USA, LLC. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of Midco. As a result, each of Zephyr GP, Zephyr, Midco, Global GP and Global Investors (the "GIP Entities") may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group. Adebayo Ogunlesi, Michael McGhee, Rajaram Rao, Deepak Agrawal, Julie Ashworth, Jonathan Bram, William Brilliant, Matthew Harris, Tom Horton, Sugam Mehta and Salim Samaha, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. BlackRock Portfolio Management LLC and the GIP Entities disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, if any, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), BlackRock Portfolio Management LLC and the GIP Entities state that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose. |
Class C Common Stock
(I)
|
6,461 |
| 2026-05-01 | TotalEnergies SE |
Director, 10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the forfeiture of shares of restricted stock of the Issuer previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr. TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization". |
Class C Common Stock
(I)
|
6,461 |
| 2026-04-29 | Rubenstein Sarah |
EVP AND CFO |
Other↓
Filing footnotes — Class A Common Stock, par value $.01 per share (Direct)
Reflects the automatic conversion on May 1, 2026 of each outstanding share of Clearway Energy, Inc. Class A common stock into one share of Clearway Energy, Inc. Class C common stock pursuant to an amendment and restatement of the Certificate of Incorporation of Clearway Energy, Inc. filed on April 29, 2026 (the "Class A Conversion"). The Class A Conversion is an exempt transaction pursuant to SEC Rule 16b-7. |
Class A Common Stock, par value $.01 per share
|
380 |
| 2026-04-29 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Other↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Reflects the automatic conversion on May 1, 2026 of each outstanding share of Clearway Energy, Inc. Class A common stock into one share of Clearway Energy, Inc. Class C common stock pursuant to an amendment and restatement of the Certificate of Incorporation of Clearway Energy, Inc. filed on April 29, 2026 (the "Class A Conversion"). The Class A Conversion is an exempt transaction pursuant to SEC Rule 16b-7. |
Class C Common Stock, par value $.01 per share
|
600 |
| 2026-04-29 | Ford Brian R. |
Director |
Other↓
Filing footnotes — Class A Common Stock, par value $.01 per share (Direct)
Reflects the automatic conversion on May 1, 2026 of each outstanding share of Clearway Energy, Inc. Class A common stock into one share of Clearway Energy, Inc. Class C common stock pursuant to an amendment and restatement of the Certificate of Incorporation of Clearway Energy, Inc. filed on April 29, 2026 (the "Class A Conversion"). The Class A Conversion is an exempt transaction pursuant to SEC Rule 16b-7. Upon the Class A Conversion, the Reporting Person's 4,547 deferred stock units ("DSUs") and 4,238 dividend equivalent rights ("DERs"), which previously could only be settled in shares of Clearway Energy, Inc. Class A common stock, converted into 4,547 DSUs and 4,238 DERs that may only be settled in shares of Clearway Energy, Inc. Class C common stock. |
Class A Common Stock, par value $.01 per share
|
8,785 |
| 2026-04-29 | TotalEnergies SE |
Director, 10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the conversion of shares of the Class A Common Stock of Clearway Energy, Inc. (the "Issuer") into shares of the Issuer's Class C Common Stock, on a one-for-one basis, as a result of the filing of an amendment and restatement of the Issuer's Certificate of Incorporation on April 29, 2026. The conversion was effective May 1, 2026. The Reporting Person has agreed to voluntarily disgorge any profits deemed realized from such transactions to the Issuer. The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr. TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization". |
Class C Common Stock
(I)
|
21,841 |
| 2026-04-29 | BlackRock Portfolio Management LLC |
10% Owner |
Other↓
Filing footnotes — Class A Common Stock (Indirect)
Reflects the conversion of shares of the Issuer's Class A common stock into shares of Class C common stock on a one-for-one basis based on the filing of an amendment and restatement of the Issuer's Certificate of Incorporation on April 29, 2026. The conversion was effective May 1, 2026. The Reporting Person has agreed to voluntarily disgorge any profits deemed realized from such transactions to the Issuer. Reflects securities held directly by Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") which is the sole member of Clearway Energy Group. Zephyr GP is owned by GIP III Zephyr Midco Holdings, L.P. ("Midco") and TotalEnergies Renewables USA, LLC. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of Midco. As a result, each of Zephyr GP, Zephyr, Midco, Global GP and Global Investors (the "GIP Entities") may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group. Adebayo Ogunlesi, Michael McGhee, Rajaram Rao, Deepak Agrawal, Julie Ashworth, Jonathan Bram, William Brilliant, Matthew Harris, Tom Horton, Sugam Mehta and Salim Samaha, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. BlackRock Portfolio Management LLC and the GIP Entities disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, if any, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), BlackRock Portfolio Management LLC and the GIP Entities state that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose. |
Class A Common Stock
(I)
|
21,841 |
| 2026-04-29 | BlackRock Portfolio Management LLC |
10% Owner |
Other↑
Filing footnotes — Class C Common Stock (Indirect)
Reflects the conversion of shares of the Issuer's Class A common stock into shares of Class C common stock on a one-for-one basis based on the filing of an amendment and restatement of the Issuer's Certificate of Incorporation on April 29, 2026. The conversion was effective May 1, 2026. The Reporting Person has agreed to voluntarily disgorge any profits deemed realized from such transactions to the Issuer. Reflects securities held directly by Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") which is the sole member of Clearway Energy Group. Zephyr GP is owned by GIP III Zephyr Midco Holdings, L.P. ("Midco") and TotalEnergies Renewables USA, LLC. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of Midco. As a result, each of Zephyr GP, Zephyr, Midco, Global GP and Global Investors (the "GIP Entities") may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group. Adebayo Ogunlesi, Michael McGhee, Rajaram Rao, Deepak Agrawal, Julie Ashworth, Jonathan Bram, William Brilliant, Matthew Harris, Tom Horton, Sugam Mehta and Salim Samaha, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. BlackRock Portfolio Management LLC and the GIP Entities disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, if any, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), BlackRock Portfolio Management LLC and the GIP Entities state that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose. |
Class C Common Stock
(I)
|
21,841 |
| 2026-04-29 | Rubenstein Sarah |
EVP AND CFO |
Other↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Reflects the automatic conversion on May 1, 2026 of each outstanding share of Clearway Energy, Inc. Class A common stock into one share of Clearway Energy, Inc. Class C common stock pursuant to an amendment and restatement of the Certificate of Incorporation of Clearway Energy, Inc. filed on April 29, 2026 (the "Class A Conversion"). The Class A Conversion is an exempt transaction pursuant to SEC Rule 16b-7. |
Class C Common Stock, par value $.01 per share
|
380 |
| 2026-04-29 | TotalEnergies SE |
Director, 10% Owner |
Other↓
Filing footnotes — Class A Common Stock (Indirect)
Reflects the conversion of shares of the Class A Common Stock of Clearway Energy, Inc. (the "Issuer") into shares of the Issuer's Class C Common Stock, on a one-for-one basis, as a result of the filing of an amendment and restatement of the Issuer's Certificate of Incorporation on April 29, 2026. The conversion was effective May 1, 2026. The Reporting Person has agreed to voluntarily disgorge any profits deemed realized from such transactions to the Issuer. The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr. TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization". |
Class A Common Stock
(I)
|
21,841 |
| 2026-04-29 | Ford Brian R. |
Director |
Other↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Reflects the automatic conversion on May 1, 2026 of each outstanding share of Clearway Energy, Inc. Class A common stock into one share of Clearway Energy, Inc. Class C common stock pursuant to an amendment and restatement of the Certificate of Incorporation of Clearway Energy, Inc. filed on April 29, 2026 (the "Class A Conversion"). The Class A Conversion is an exempt transaction pursuant to SEC Rule 16b-7. Upon the Class A Conversion, the Reporting Person's 4,547 deferred stock units ("DSUs") and 4,238 dividend equivalent rights ("DERs"), which previously could only be settled in shares of Clearway Energy, Inc. Class A common stock, converted into 4,547 DSUs and 4,238 DERs that may only be settled in shares of Clearway Energy, Inc. Class C common stock. Includes 4,547 DSUs and 4,238 DERs that may only be settled in shares of Clearway Energy, Inc. Class C common stock. |
Class C Common Stock, par value $.01 per share
|
8,785 |
| 2026-04-29 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Other↓
Filing footnotes — Class A Common Stock, par value $.01 per share (Direct)
Reflects the automatic conversion on May 1, 2026 of each outstanding share of Clearway Energy, Inc. Class A common stock into one share of Clearway Energy, Inc. Class C common stock pursuant to an amendment and restatement of the Certificate of Incorporation of Clearway Energy, Inc. filed on April 29, 2026 (the "Class A Conversion"). The Class A Conversion is an exempt transaction pursuant to SEC Rule 16b-7. |
Class A Common Stock, par value $.01 per share
|
600 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2024, Ms. Rubenstein was issued 7,796 RSUs by Clearway Energy, Inc. (f/k/a NRG Yield, Inc.) under the LTIP. These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 2,596 shares vested. Ms. Rubenstein elected to satisfy her tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 1,465 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 473 DERs converted to Class C Common Stock, resulting in the reporting person holding 5,093 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
1,465 |
| 2026-04-15 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Restricted Stock Unit (RSU) awards become eligible for continued vesting after a participant's Retirement, as defined in the LTIP, provided the award has been outstanding for one year. On April 15, 2026, Mr. Malcarney's RSUs granted on April 15, 2025 became eligible for continued vesting pursuant to the award agreement in the event Mr. Malcarney retires. Mr. Malcarney elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation associated with his eligibility for continued vesting of outstanding RSUs. This form reflects the surrender of 62 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. |
Class C Common Stock, par value $.01 per share
|
62 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2025, Ms. Rubenstein was issued 6,244 RSUs by Clearway Energy, Inc. under the LTIP. These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 2,079 shares vested. Ms. Rubenstein elected to satisfy her tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 1,105 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 116 DERs converted to Class C Common Stock, resulting in the reporting person holding 4,977 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
1,105 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2023, Ms. Rubenstein was issued 5,037 Restricted Stock Units ("RSUs") by Clearway Energy, Inc. (f/k/a NRG Yield, Inc.) under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP"). These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 1,683 shares vested. Ms. Rubenstein elected to satisfy her tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 973 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 651 DERs converted to Class C Common Stock, resulting in the reporting person holding 5,566 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
973 |
| 2026-04-15 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2024, Mr. Malcarney was issued 7,859 RSUs under the LTIP. These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 2,385 shares vested. Mr. Malcarney elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 1,309 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 449 DERs converted to Class C Common Stock, resulting in the reporting person holding 4,856 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
1,309 |
| 2026-04-15 | Cornelius Craig |
Director, President & CEO |
Award↑
Filing footnotes — Relative Performance Stock Units (Direct)
The Reporting Person was issued 31,096.00 Relative Performance Stock Units ("RPSUs") by Clearway Energy, Inc. under the LTIP on April 15, 2026. The RPSUs will convert to shares of Clearway Energy, Inc. Class C Common Stock on April 15, 2029 only in the event the Company has achieved a certain level of total shareholder return ("TSR") relative to the Peer Group (defined below) over a three-year performance period. The number of shares of Common Stock that the Reporting Person may receive is interpolated for TSR falling between Threshold, Target, and Maximum levels as described below. Reporting Person will receive (i) a maximum of 46,644 shares of Class C Common Stock if Company's TSR is ranked at or above the 75th percentile relative to a peer group of companies approved by the Company's Compensation Committee (the "Peer Group") for the performance period ("Maximum"); (ii) 31,096 shares of Class C Common Stock if Company's TSR is ranked at the 50th percentile relative to the Peer Group for the performance period (the "Target"); or (iii) 7,774 shares of Common Stock if Company's TSR is ranked at the 25th percentile relative to the Peer Group for the performance period (the "Threshold"). However, if the Company's absolute TSR for the performance period is less than zero percent (0%), the Reporting Person will receive no more than 31,096 shares of Class C Common Stock. The Reporting Person will not receive any shares of Common Stock if Company's TSR is below the 25th percentile. |
Relative Performance Stock Units
|
31,096 |
| 2026-04-15 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents RSUs issued to Mr. Malcarney under the LTIP. Each RSU is equivalent in value to one share of Clearway Energy, Inc.'s Class C Common Stock, par value $.01 per share. The Reporting Person will receive from Clearway Energy, Inc. one such share of Class C Common Stock for each RSU that will vest ratably over a three-year period beginning on the first anniversary of the date of the grant. |
Class C Common Stock, par value $.01 per share
|
4,635 |
| 2026-04-15 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Other↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Mr. Malcarney elected to satisfy his tax obligation upon the exchange of common stock for RPSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 6,945 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RPSUs described above, a previously accrued 2,273 dividend equivalent rights ("DERs") converted to Class C Common Stock resulting in the reporting person holding 2,467 DERs that may only be settled in Class C Common Stock. DERs accrue on the reporting person's outstanding RSUs and RPSUs, which become exercisable proportionately with the RSUs and RPSUs to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each DER is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
6,945 |
| 2026-04-15 | Cornelius Craig |
Director, President & CEO |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents Restricted Stock Unites ("RSUs") issued to Mr. Cornelius by Clearway Energy, Inc. (f/k/a NRG Yield, Inc.) under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP"). Each RSU is equivalent in value to one share of Clearway Energy, Inc.'s Class C Common Stock, par value $.01 per share. The Reporting Person will receive from Clearway Energy, Inc. one such share of Class C Common Stock for each RSU that will vest ratably over a three-year period beginning on the first anniversary of the date of the grant. |
Class C Common Stock, par value $.01 per share
|
31,040 |
| 2026-04-15 | Cornelius Craig |
Director, President & CEO |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2025, Mr. Cornelius was issued 31,218 Restricted Stock Units ("RSUs") by Clearway Energy, Inc. (f/k/a NRG Yield, Inc.) under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP"). These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 10,406 shares vested. Mr. Cornelius elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 5,547 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 583 DERs converted to Class C Common Stock, resulting in the reporting person holding 15,154 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
5,547 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Award↑
Filing footnotes — Relative Performance Stock Units (Direct)
The Reporting Person was issued 4,651 Relative Performance Stock Units ("RPSUs") by Clearway Energy, Inc. under the LTIP on April 15, 2026. The RPSUs will convert to shares of Clearway Energy, Inc. Class C Common Stock on April 15, 2029 only in the event the Company has achieved a certain level of total shareholder return ("TSR") relative to the Peer Group (defined below) over a three-year performance period. The number of shares of Common Stock that the Reporting Person may receive is interpolated for TSR falling between Threshold, Target, and Maximum levels as described below. Mr. Rubenstein was entitled to receive (i) a maximum of 6,976 shares of Class C Common Stock if Company's TSR ranked at or above the 75th percentile relative to a peer group of companies approved by the Company's Compensation Committee (the "Peer Group") for the performance period (the "Maximum"); (ii) 4,651 shares if Company's TSR ranked at the 50th percentile relative to the Peer Group for the performance period (the "Target"); provided, however, if TSR was less than negative twenty percent (-20%), the Company's TSR must be ranked at the 60th percentile relative to the Peer Group for the performance period to receive the Target award; or (iii) 1,162 shares if Company's TSR ranked at the 25th percentile relative to the Peer Group for the performance period (the "Threshold"). The Reporting Person would not have received any shares if Company's TSR was below the 25th percentile relative to the Peer Group for the performance period. |
Relative Performance Stock Units
|
4,651 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Convert↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Ms. Rubenstein was issued 10,250 Relative Performance Stock Units ("RPSUs") by Clearway Energy, Inc. (f/k/a NRG Yield, Inc.) (the "Company") under the the "LTIP on April 15, 2023. Based on the Company reaching a certain level of total shareholder return ("TSR"), 6,629 RPSUs vested on April 15, 2026. Mr. Rubenstein was entitled to receive (i) a maximum of 15,375 shares of Class C Common Stock if Company's TSR ranked at or above the 75th percentile relative to a peer group of companies approved by the Company's Compensation Committee (the "Peer Group") for the performance period (the "Maximum"); (ii) 10,250 shares if Company's TSR ranked at the 50th percentile relative to the Peer Group for the performance period (the "Target"); provided, however, if TSR was less than negative twenty percent (-20%), the Company's TSR must be ranked at the 60th percentile relative to the Peer Group for the performance period to receive the Target award; or (iii) 2,562 shares if Company's TSR ranked at the 25th percentile relative to the Peer Group for the performance period (the "Threshold"). The Reporting Person would not have received any shares if Company's TSR was below the 25th percentile relative to the Peer Group for the performance period. |
Class C Common Stock, par value $.01 per share
|
6,629 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Award↑
Filing footnotes — Performance Stock Units (Direct)
The Reporting Person was issued 4,643 CAFD (Cash Available For Distribution) Performance Stock Units ("CPSUs") by Clearway Energy, Inc. under the LTIP on April 15, 2026. The CPSUs will convert to shares of Clearway Energy, Inc. Class C Common Stock on April 15, 2029, only in the event the Company has achieved a certain average CAFD Per Share over each of the three fiscal years of a three-year performance period. The number of shares of Common Stock that the Reporting Person may receive is interpolated for CAFD Per Share falling between Threshold, Target, and Maximum levels as described below. Reporting Person will receive (i) a maximum of 9,286 shares of Class C Common Stock if Company's CAFD Per Share is at or above $2.77 for the performance period ("Maximum"); (ii) 4,643 shares of Class C Common Stock if the Company's CAFD Per Share is $2.65; or (iii) 2,321 shares of Common Stock if Company's CAFD Per Share is $2.50 (the "Threshold"). The Reporting Person will not receive any shares of Class C Common Stock if the Company's CAFD Per Share is below $2.50. |
Performance Stock Units
|
4,643 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2025, Ms. Rubenstein was issued a one time RSU award of 6,880 by Clearway Energy, Inc. in recognition of achieving several key company initiatives. These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 2,291 shares vested. Ms. Rubenstein elected to satisfy her tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 1,218 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 128 DERs converted to Class C Common Stock, resulting in the reporting person holding 4,849 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
1,218 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Award↑
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Represents RSUs issued to Ms. Rubenstein under the LTIP. Each RSU is equivalent in value to one share of Clearway Energy, Inc.'s Class C Common Stock, par value $.01 per share. The Reporting Person will receive from Clearway Energy, Inc. one such share of Class C Common Stock for each RSU that will vest ratably over a three-year period beginning on the first anniversary of the date of the grant. |
Class C Common Stock, par value $.01 per share
|
4,643 |
| 2026-04-15 | Cornelius Craig |
Director, President & CEO |
Award↑
Filing footnotes — Performance Stock Units (Direct)
The Reporting Person was issued 31,040 CAFD (Cash Available For Distribution) Performance Stock Units ("CPSUs") by Clearway Energy, Inc. under the LTIP on April 15, 2026. The CPSUs will convert to shares of Clearway Energy, Inc. Class C Common Stock on April 15, 2029 only in the event the Company has achieved a certain level of average CAFD Per Share over each of the three fiscal years of a three-year performance period. The number of shares of Common Stock that the Reporting Person may receive is interpolated for CAFD Per Share falling between Threshold, Target, and Maximum levels as described below. Reporting Person will receive (i) a maximum of 62,080 shares of Class C Common Stock if Company's CAFD Per Share is ranked at or above $2.77 for the performance period ("Maximum"); (ii) 31,040 shares of Class C Common Stock if the Company's CAFD Per Share is ranked at $2.65; or (iii) 15,520 shares of Common Stock if Company's CAFD Per Share is ranked at $2.50 (the "Threshold"). The Reporting Person will not receive any shares of Class C Common Stock if the Company's CAFD Per Share is below $2.50. |
Performance Stock Units
|
31,040 |
| 2026-04-15 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2023, Mr. Malcarney was issued 5,391 Restricted Stock Units ("RSUs") by Clearway Energy, Inc. (f/k/a NRG Yield, Inc.) under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP"). These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 1,801 shares vested. Mr. Malcarney elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 1,014 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 679 DERs converted to Class C Common Stock, resulting in the reporting person holding 5,305 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
1,014 |
| 2026-04-15 | Rubenstein Sarah |
EVP AND CFO |
Other↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
Ms. Rubenstein elected to satisfy her tax obligation upon the exchange of common stock for RPSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 6,483 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. |
Class C Common Stock, par value $.01 per share
|
6,483 |
| 2026-04-15 | Malcarney Kevin P. |
EVP, GEN COUNSEL AND CORP SECR |
Tax↓
Filing footnotes — Class C Common Stock, par value $.01 per share (Direct)
On April 15, 2025, Mr. Malcarney was issued 6,233 RSUs under the LTIP. These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On April 15, 2026, 2,075 shares vested. Mr. Malcarney elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 1,103 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation. In connection with the vesting of the RSUs described above, 116 DERs converted to Class C Common Stock, resulting in the reporting person holding 4,740 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in Clearway Energy, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of Clearway Energy, Inc. Class C Common Stock. |
Class C Common Stock, par value $.01 per share
|
1,103 |