SEC Form 4/A · accession 0001179110-19-000842
Clearway Energy, Inc. · CWEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Kevin P. Malcarney
Officer — SVP, Gen Counsel and Corp Secr
Period of report
Jan 2, 2019
Accepted (ET)
Jan 18, 2019 · 6:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001567683
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class C Common Stock, par value $.01 per shareF3,F1,F2 | Jan 4, 2019 | F | 9,583 | — | D | 31,562 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On May 11, 2018, Mr. Malcarney was issued 33,232 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 January 4, 2019. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On January 4, 2019, 18,942 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 9,583 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation.
- F2In connection with the vesting of the RSUs described above, 1,001 DERs converted to Class C Common Stock, resulting in the reporting person holding 756 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.
- F3The original Form 4, filed on January 8, 2019, is being amended by this Form 4 amendment solely to correct an administrative error relating to the code reported in Column 4 of Table I. This corrected Form 4 reflects the correct code of D.