SEC Form 4 · accession 0001179110-17-000678

Clearway Energy, Inc. · CWEN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1On November 7, 2016, Mr. Plotkin was issued 16,903 Restricted Stock Units ("RSUs") by NRG Yield, Inc. under NRG Yield, Inc.'s Equity Incentive Plan that vest as follows: (1) 7,099 shares on January 4, 2017, (2) 5,578 shares on January 4, 2018, and (3) 4,226 shares on January 4, 2019. Each RSU is equivalent in value to one share of Class C Common Stock of NRG Yield, Inc., par value $.01 per share. On January 4, 2017, 7,099 shares vested. Mr. Plotkin 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 is being filed to reflect the surrender of 3,920 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation.
• F2In connection with the vesting of the RSUs described above, 117 dividend equivalent rights converted to Class C Common Stock, resulting in the reporting person holding163 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock units, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in NRG Yield, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of NRG Yield, Inc. Class C Common Stock.