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| LEI | 549300LHAZ9HA9G3XC48 |
| CIK | 1567683 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Clearway Energy, Inc.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| August 6, 2025 |
Clearway Energy, Inc. Up to $100,000,000 Aggregate Offering Price of Class C Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-273804 Prospectus Supplement (To Prospectus dated August 8, 2023) Clearway Energy, Inc. Up to $100,000,000 Aggregate Offering Price of Class C Common Stock We have entered into an equity distribution agreement with Morgan Stanley & Co. LLC, BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and |
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| August 6, 2025 |
Calculation of Filing Fee Tables S-3 Clearway Energy, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initi |
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| August 6, 2025 |
Clearway Energy, Inc. Announces $100,000,000 At-The-Market (ATM) Equity Offering Program Exhibit 99.1 Clearway Energy, Inc. Announces $100,000,000 At-The-Market (ATM) Equity Offering Program PRINCETON, N.J.; August 6, 2025 — Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (the “Company” or “Clearway Energy”), today announced a $100,000,000 At-The-Market (“ATM”) equity offering program and announced that it and Clearway Energy LLC entered into an Equity Distribution Agreement (the “Agreemen |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specifi |
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| August 6, 2025 |
Exhibit 1.1 Clearway Energy, Inc. Shares of Class C Common Stock (par value $0.01 per share) Having an Aggregate Gross Sales Price of up to $100,000,000 Equity Distribution Agreement August 6, 2025 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 BofA Securities, Inc. One Bryant Park New York, New York 10036 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 |
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| August 6, 2025 |
As filed with the Securities and Exchange Commission on August 6, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 6, 2025 Registration No. |
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| August 6, 2025 |
Calculation of Filing Fee Tables S-3 Clearway Energy, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initi |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 5, 2025 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization |
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| August 5, 2025 |
Clearway Energy, Inc. Reports Second Quarter 2025 Financial Results Clearway Energy, Inc. Reports Second Quarter 2025 Financial Results •Repowering program advancing with Goat Mountain commercialized for 2027 and Mt. Storm on track •Sponsor-enabled growth advancing with 2025/2026 COD program now over 1.6 GW including new offer from Clearway Group to invest in 291 MW Western states storage portfolio •Third party acquisitions also continuing with closing of previous |
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| July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2025 Clearway Energy, Inc. |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specif |
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| April 30, 2025 |
Clearway Energy, Inc. Reports First Quarter 2025 Financial Results Clearway Energy, Inc. Reports First Quarter 2025 Financial Results •Strong quarterly operational performance with availability and capacity factors up YoY in all segments •Repowering program accelerating with PPA signed at Mt. Storm and awarded PPA at Goat Mountain •Sponsor-enabled growth continuing forward with 2025 projects initially funded and 2026 projects on track •Progressed growth by M&A al |
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| April 30, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 30, 2025 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization |
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| April 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2025 Clearway Energy, Inc. |
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| March 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| March 13, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul |
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| February 25, 2025 |
Exhibit 4.29 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Clearway Energy, Inc. (the “Registrant” or “Clearway Inc.”) had two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, Class A, par value $0.01 per share, a |
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| February 25, 2025 |
003120-0001-26804205 THIRD AMENDED AND RESTATED MASTER SERVICES AGREEMENT AND PAYROLL SHARING AGREEMENT by and among CLEARWAY ENERGY, INC. |
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| February 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to . Commission File Number: 001-36002 Clearway Energy, Inc. (Exa |
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| February 25, 2025 |
Subsidiaries of Clearway Energy, Inc. EXHIBIT 21.1 SUBSIDIARIES OF CLEARWAY ENERGY, INC. Entity Name Jurisdiction 2011 Finance Holdco LLC Delaware AC Solar Holdings LLC Delaware Adams Community Solar Garden I LLC Colorado Adams Community Solar Garden II LLC Colorado Adams Community Solar Garden III LLC Colorado Adams Community Solar Gardens LLC Colorado Agua Caliente Borrower 1 LLC Delaware Agua Caliente Borrower 2 LLC Delaware Agua C |
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| February 25, 2025 |
Clearway Energy, Inc. Securities Trading and Nondisclosure Policy. Active 97631883 M E M O R A N D U M DATE: July 25, 2022 TO: Clearway Energy, Inc. Directors, Officers and Consultants FROM: Office of the General Counsel RE: Securities Trading and Non-Disclosure Policy Please read this Insider Trading Policy carefully and make sure you understand it. If you have any questions about it, please contact the General Counsel’s office. After you have read and understan |
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| February 24, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 24, 2025 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizat |
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| February 24, 2025 |
Clearway Energy, Inc. Reports Full Year 2024 Financial Results Clearway Energy, Inc. Reports Full Year 2024 Financial Results •Committed to approximately $450 million of new long-term corporate capital investments in 2024 •Signed agreements with Clearway Group to commit to invest in 320 MW storage hybridization portfolio and 335 MW wind repowering •Signed binding 3rd party M&A agreement to acquire a 137 MW wind project •Reaffirming 2025 financial guidance ran |
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| January 30, 2025 |
EX-99.B 4 ck0001459200-ex99b.htm ANNEX B Annex B Transactions in the Class A Common Stock during the Past Sixty (60) Days ended January 28, 2025 Legal Entity Trade Date Amount Trade Price ($) Buy/Sell BlackRock Institutional Trust Company, National Association 12/3/2024 155 26.59 Sell BlackRock Institutional Trust Company, National Association 12/6/2024 207 26.56 Sell BlackRock Institutional Trust |
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| January 30, 2025 |
EX-99.A 3 ck0001459200-ex99a.htm ANNEX A Annex A The following is a list of the executive officers and directors of BlackRock, Inc. (collectively, the “Covered Persons”), setting forth the present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted and citizenship for each such person. Execut |
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| January 30, 2025 |
EX-12 2 ck0001459200-ex12.htm POWER OF ATTORNEY Exhibit 12 POWER OF ATTORNEY The undersigned, BlackRock Portfolio Management LLC, a limited liability company duly organized under the laws of the State of Delaware, United States (the "Company"), does hereby make, constitute and appoint each of Eric Andruczyk, Julie Ashworth, Richard Cundiff, R. Andrew Dickson, III, Spencer Fleming, Laura Hildner, D |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2024 Clearway Energy, Inc. |
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| November 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2024 Clearway Energy, Inc. |
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| November 14, 2024 |
CWENA / Clearway Energy Inc - Class A / Energy Income Partners, LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1 )* Clearway Energy, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 18539C105 (CUSIP Number) September 30, 2024 (Da |
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| October 30, 2024 |
Execution Version Active 116636240 SECOND AMENDED AND RESTATED EXCHANGE AGREEMENT This SECOND AMENDED AND RESTATED EXCHANGE AGREEMENT (this “Agreement”), dated as of October 28, 2024, is made by and among Clearway Energy, Inc. |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 30, 2024 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizati |
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| October 30, 2024 |
Clearway Energy, Inc. Reports Third Quarter 2024 Financial Results Clearway Energy, Inc. Reports Third Quarter 2024 Financial Results •Signed agreement with Clearway Group to commit to invest in a 500 MW solar plus storage project •Received offer from Clearway Group to invest in a 320 MW storage hybridization project •Reaffirming 2024 financial guidance and initiating 2025 financial guidance •Increasing the quarterly dividend by 1.7% to $0.4240 per share in the f |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as sp |
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| October 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2024 Clearway Energy, Inc. |
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| August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 1, 2024 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specifi |
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| August 1, 2024 |
Clearway Energy, Inc. Reports Second Quarter 2024 Financial Results Clearway Energy, Inc. Reports Second Quarter 2024 Financial Results •Signed agreement with Clearway Group to commit to invest in 314 MW of solar plus storage projects •Received offer from Clearway Group to invest in a 500 MW solar plus storage project •Entered into new Resource Adequacy contract for Marsh Landing •Reaffirming 2024 financial guidance •Increasing the quarterly dividend by 1.7% to $0 |
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| July 3, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2024 Clearway Energy, Inc. |
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| July 3, 2024 |
Exhibit 10.1 LUNA VALLEY & DAGGETT 1 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publi |
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| June 28, 2024 |
CWEN / Clearway Energy, Inc. / TotalEnergies SE - SC 13D/A Activist Investment SC 13D/A 1 tm2418565d1sc13da.htm SC 13D/A United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clearway Energy, Inc. (Name of Issuer) Class A common stock Class C |
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| June 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* CLEARWAY ENERGY, INC. (Name of Issuer) Class A common stock Class C common stock (Title of Class of Securities) 18539 C 105 (Class A common stock) 18539 C 204 (Class C common stock) (CUSIP Number) Global Infrastructure Management, LLC Attention: Julie As |
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| June 27, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2024 Clearway Energy, Inc. |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2024 Clearway Energy, Inc. |
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| June 25, 2024 |
Exhibit 10.1 Execution Version CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made and entered into as of June 20, 2024, by and between Clearway Energy, Inc., a Delaware corporation (the “Company”), and Christopher Sotos (“Consultant”). WHEREAS, the Consultant is currently employed as Chief Executive Officer of the Company, which employment will terminate on June 30, 2024; WH |
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| May 10, 2024 |
Letter from Ernst & Young LLP, dated May 10, 2024. Exhibit 16.1 May 10, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read Item 4.01 of Form 8-K dated May 10, 2024, of Clearway Energy, Inc. and are in agreement with the statements contained in the first, second and third paragraphs therein. We have no basis to agree or disagree with other statements of the registrant contained therein. /s/ E |
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| May 10, 2024 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2024 Clearway Energy, Inc. |
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| May 9, 2024 |
Clearway Energy, Inc. Reports First Quarter 2024 Financial Results Clearway Energy, Inc. Reports First Quarter 2024 Financial Results •Signed agreements with Clearway Group to commit to invest in 55 MW of wind and 257 MW of solar plus storage projects •Entered into new Resource Adequacy Contracts for Marsh Landing and Walnut Creek •Reaffirming 2024 financial guidance •Increasing the quarterly dividend by 1.7% to $0.4102 per share in the second quarter of 2024, or |
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| May 9, 2024 |
secondarmanagementservic 003120-0001-26804205 SECOND AMENDED AND RESTATED MASTER SERVICES AGREEMENT by and among CLEARWAY ENERGY, INC. |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 9, 2024 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization) ( |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specif |
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| April 30, 2024 |
Clearway Energy, Inc. Announces CEO Transition and Reiterates 2024 Financial Guidance Exhibit 99.1 Clearway Energy, Inc. Announces CEO Transition and Reiterates 2024 Financial Guidance PRINCETON, NJ — April 30, 2024— Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (“Company”, “Clearway”) today announced that effective June 30, 2024, Chris Sotos will move on from his position as Clearway Energy, Inc.’s President and Chief Executive Officer (“CEO”) and resign from his role as a member of |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 Clearway Energy, Inc. |
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| April 30, 2024 |
Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE THIS SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is made as of April 30th, 2024 (the “Effective Date”), between Clearway Energy, Inc. (the “Company”), and Christopher Sotos (“Executive”). WHEREAS, the Company and Executive (collectively, the “Parties”) previously entered into that certain amended and restated employment agreemen |
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| April 30, 2024 |
Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of this 30th day of April, 2024, by and between Clearway Energy Group LLC, a Delaware limited liability company (the “Company”), Clearway Energy, Inc., a Delaware corporation (“CWEN”), GIP III Zephyr Management Partners, L.P., a Delaware limited partn |
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| March 15, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| February 22, 2024 |
Clearway Energy, Inc. Policy on Recoupment of Incentive Compensation. CLEARWAY ENERGY, INC. POLICY ON RECOUPMENT OF INCENTIVE COMPENSATION Introduction The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Clearway Energy, Inc. (the “Company”) has adopted this Policy on Recoupment of Incentive Compensation (this “Policy”), which provides for the recoupment of compensation in certain circumstances in the event of a resta |
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| February 22, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 22, 2024 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizat |
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| February 22, 2024 |
Subsidiaries of Clearway Energy, Inc. EXHIBIT 21.1 SUBSIDIARIES OF CLEARWAY ENERGY, INC. Entity Name Jurisdiction 2011 Finance Holdco LLC Delaware AC Solar Holdings LLC Delaware Adams Community Solar Garden I LLC Colorado Adams Community Solar Garden II LLC Colorado Adams Community Solar Garden III LLC Colorado Adams Community Solar Gardens LLC Colorado Agua Caliente Borrower 1 LLC Delaware Agua Caliente Borrower 2 LLC Delaware Agua C |
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| February 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to . Commission File Number: 001-36002 Clearway Energy, Inc. (Exa |
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| February 22, 2024 |
, as amended and restated effective January 1, 2024 CLEARWAY ENERGY, INC. ANNUAL INCENTIVE PLAN ARTICLE I PURPOSE OF THE PLAN This Plan shall be known as the Clearway Energy, Inc. Annual Incentive Plan (the “Plan”). Clearway Energy, Inc. (the “Company”) originally adopted the Plan effective January 1, 2018. The Plan was amended and restated by the Company as of January 1, 2020 and January 1, 2022 and was most recently amended and restated effective |
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| February 22, 2024 |
Exhibit 4.29 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, Clearway Energy, Inc. (the “Registrant” or “Clearway Inc.”) had two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, Class A, par value $0.01 per share, a |
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| February 22, 2024 |
CLEARWAY ENERGY, INC. AMENDED AND RESTATED 2013 EQUITY INCENTIVE PLAN (As Amended and Restated Effective January 1, 2024) Clearway Energy, Inc. (the “Company”) previously established the Clearway Energy, Inc. 2013 Equity Incentive Plan (the “Plan”) as of July 16, 2013. The Plan was subsequently amended and restated effective as of May 14, 2015, February 19, 2021, and December 7, 2021 and is hereby |
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| February 22, 2024 |
Clearway Energy, Inc. Reports Full Year 2023 Financial Results Clearway Energy, Inc. Reports Full Year 2023 Financial Results •Committed to approximately $215 million of new long-term corporate capital investments in 2023 •Signed contracts in last twelve months ensuring that 42% of the Resource Adequacy for Marsh Landing, Walnut Creek and El Segundo is contracted in 2027, with nearly 100% contracted through 2026 •Reaffirming 2024 financial guidance •Increased |
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| February 14, 2024 |
CWEN.A / Clearway Energy, Inc. / Energy Income Partners, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* Clearway Energy, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 18539C105 (CUSIP Number) December 31, 2023 (Date |
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| February 13, 2024 |
CWEN / Clearway Energy, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0041-clearwayenergyincclas.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Clearway Energy, Inc. Class C Title of Class of Securities: Common Stock CUSIP Number: 18539C204 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate |
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| February 13, 2024 |
CWEN.A / Clearway Energy, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Clearway Energy, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 18539C105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| February 7, 2024 |
CWEN.A / Clearway Energy, Inc. / Apollo Management Holdings GP, LLC - SC 13G/A Passive Investment SC 13G/A 1 tm245174d6sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2 )* Under the Securities Exchange Act of 1934 CLEARWAY ENERGY, INC. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 18539C105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statem |
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| November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as sp |
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| November 2, 2023 |
Clearway Energy, Inc. Reports Third Quarter 2023 Financial Results Clearway Energy, Inc. Reports Third Quarter 2023 Financial Results •Signed agreement with Clearway Group to commit to invest in the 452 MW Texas Solar Nova solar projects •Received enhanced offer from Clearway Group to invest in Dan's Mountain Wind •Received offer from Clearway Group to invest in 572 MW of solar plus storage projects •Entered into new Resource Adequacy contracts for Marsh Landing |
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| November 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 2, 2023 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizati |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 8, 2023 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization |
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| August 8, 2023 |
T-1 Statement of Eligibility of Trustee on Form T-1 of Delaware Trust Company. Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) Delaware Trust Company (Exact name of trustee as specified in its charter) Delaware 51-0011500 (Jurisdiction of inco |
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| August 8, 2023 |
As filed with the Securities and Exchange Commission on August 8, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 8, 2023 Registration No. |
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| August 8, 2023 |
Form of Indenture for Debt Securities of Clearway Energy, Inc. (including form of Debt Security). Exhibit 4.3 Clearway Energy, Inc. INDENTURE Dated as of , Delaware Trust Company, as Trustee Table of Contents Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 7 Section 1.3 Incorporation by Reference of Trust Indenture Act 7 Section 1.4 Rules of Construction 7 ARTICLE II. THE SECURITIES 8 Section 2.1 Issuable in Series 8 Section |
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| August 8, 2023 |
Clearway Energy, Inc. Reports Second Quarter 2023 Financial Results Clearway Energy, Inc. Reports Second Quarter 2023 Financial Results •Signed agreements with Clearway Group to commit to invest in a 147 MW battery energy storage system and a 160 MW wind farm •Received offer from Clearway Group to invest in a 55 MW wind farm •Updating 2023 financial guidance •Raising Pro Forma CAFD Outlook •Increasing the quarterly dividend by 2% to $0.3891 per share in the third |
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| August 8, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Clearway Energy, Inc. |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specifi |
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| July 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2023 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 13, 2023 |
Clearway Energy, Inc. Provides Update on Second Quarter 2023 Wind Production Exhibit 99.1 Clearway Energy, Inc. Provides Update on Second Quarter 2023 Wind Production PRINCETON, NJ — July 13, 2023— Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (“Company”) today announced that wind production for its fleet in the second quarter of 2023 was approximately 25% below internal median production estimates, which was inclusive of the Alta Wind Complex’s wind production at approximate |
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| May 24, 2023 |
Exhibit 10.1 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. MEMBERSHIP IN |
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| May 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2023 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission File |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 4, 2023 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization) ( |
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| May 4, 2023 |
Clearway Energy, Inc. Reports First Quarter 2023 Financial Results Clearway Energy, Inc. Reports First Quarter 2023 Financial Results •Repowering Cedro Hill with PPA extension to 2045 and increasing project size to 160MW •Increased size of revolving credit facility to $700 million •Reaffirming 2023 financial guidance and pro forma CAFD outlook •Increasing the quarterly dividend by 2% to $0.3818 per share in the second quarter of 2023, or $1.5272 per share annuali |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specif |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission Fi |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2023 Clearway Energy, Inc. |
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| March 20, 2023 |
Exhibit 10.1 Execution Version EIGHTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This EIGHTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is dated as of March 15, 2023 and is entered into by and among CLEARWAY ENERGY OPERATING LLC, a Delaware limited liability company (the “Borrower”), CLEARWAY ENERGY LLC, a Delaware limited liability company (“Holdings”), each oth |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 Clearway Energy, Inc. |
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| March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| March 17, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to . Commission File Number: 001-36002 Clearway Energy, Inc. (Exa |
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| February 23, 2023 |
clearwayincex104210-k202 EXECUTION VERSION AMENDED AND RESTATED MASTER SERVICES AGREEMENT by and among CLEARWAY ENERGY GROUP LLC and CLEARWAY ENERGY, INC. |
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| February 23, 2023 |
Clearway Energy, Inc. Reports Full Year 2022 Financial Results Clearway Energy, Inc. Reports Full Year 2022 Financial Results •Committed to approximately $348 million of new long-term corporate capital investments in 2022 •Raised over $1.3 billion of corporate level capital in 2022 from the sale of Clearway's Thermal Business •Signed contract for El Segundo in 2022 ensuring that 100% of the Resource Adequacy for Marsh Landing, Walnut Creek, and El Segundo is |
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| February 23, 2023 |
Exhibit 4.29 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Clearway Energy, Inc. (the “Registrant” or “Clearway Inc.”) had two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) Common Stock, Class A, par value $0.01 per share, a |
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| February 23, 2023 |
clearwayincex104310-k202 EXECUTION VERSION 003120-0001-26804205 AMENDED AND RESTATED MASTER SERVICES AGREEMENT by and among CLEARWAY ENERGY, INC. |
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| February 23, 2023 |
Subsidiaries of Clearway Energy, Inc. EXHIBIT 21.1 SUBSIDIARIES OF CLEARWAY ENERGY, INC. Entity Name Jurisdiction 2011 Finance Holdco LLC Delaware AC Solar Holdings LLC Delaware Adams Community Solar Garden I LLC Colorado Adams Community Solar Garden II LLC Colorado Adams Community Solar Garden III LLC Colorado Adams Community Solar Gardens LLC Colorado Agua Caliente Borrower 1 LLC Delaware Agua Caliente Borrower 2 LLC Delaware Agua C |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 23, 2023 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizat |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2023 Clearway Energy, Inc. |
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| February 21, 2023 |
Exhibit 4.3 Execution Version THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 14, 2023, among VP-Arica Parent Holdings LLC (“VP-Arica”), Natural Gas CA Holdings LLC (“Natural Gas” and, together with VP-Arica, the “Guaranteeing Subsidiaries”), subsidiaries of Clearway Energy Operating LLC (or its permitted successor), a Delaware limite |
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| February 21, 2023 |
Exhibit 4.2 Execution Version FOURTH SUPPLEMENTAL INDENTURE FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 14, 2023, among VP-Arica Parent Holdings LLC (“VP-Arica”), Natural Gas CA Holdings LLC (“Natural Gas” and, together with VP-Arica, the “Guaranteeing Subsidiaries”), subsidiaries of Clearway Energy Operating LLC (or its permitted successor), a Delaware limi |
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| February 21, 2023 |
Exhibit 4.1 Execution Version TWELFTH SUPPLEMENTAL INDENTURE TWELFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 14, 2023, among VP-Arica Parent Holdings LLC (“VP-Arica”), Natural Gas CA Holdings LLC (“Natural Gas” and, together with VP-Arica, the “Guaranteeing Subsidiaries”), subsidiaries of Clearway Energy Operating LLC (or its permitted successor), a Delaware li |
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| February 13, 2023 |
CWEN / Clearway Energy, Inc. Class C / Rare Infrastructure Ltd Passive Investment SC 13G/A 1 clea22a3.htm CUSIP NO. 18539C204 13G Page 1 of 12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Clearway Energy, Inc. (Name of Issuer) Class C Common Stock, par value $0.01 (Title of Class of Securities) 18539C204 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of th |
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| February 13, 2023 |
CWEN.A / Clearway Energy, Inc. / Apollo Management Holdings GP, LLC - SC 13G/A Passive Investment SC 13G/A 1 tm236495d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 CLEARWAY ENERGY, INC. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 18539C105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Stateme |
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| February 10, 2023 |
Clearway Energy, Inc. Clearway Energy LLC 300 Carnegie Center, Suite 300 Princeton, NJ 08540 clearwayenergy.com February 10, 2023 Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street N.E. Washington, D.C. 20549 Attn: Karl Hiller, Branch Chief John Cannarella, Staff Accountant Re: Clearway Energy, Inc. Form 10-K for the Fiscal Year ended |
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| February 9, 2023 |
CWEN / Clearway Energy, Inc. Class C / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0039-clearwayenergyinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Clearway Energy Inc. Title of Class of Securities: Common Stock CUSIP Number: 18539C204 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to design |
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| February 9, 2023 |
CWEN.A / Clearway Energy, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Clearway Energy Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 18539C105 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| December 29, 2022 |
Exhibit 10.1 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with ?[***]? to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. MEMBERSHIP IN |
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| December 29, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2022 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission |
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| November 10, 2022 |
CORRESP 1 filename1.htm Clearway Energy, Inc. Clearway Energy LLC 300 Carnegie Center, Suite 300 Princeton, NJ 08540 clearwayenergy.com November 10, 2022 Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street N.E. Washington, D.C. 20549 Attn: Karl Hiller, Branch Chief John Cannarella, Staff Accountant Re: Clearway Energy, Inc. Form 10-K fo |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as sp |
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| November 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 2, 2022 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizati |
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| November 2, 2022 |
Clearway Energy, Inc. Reports Third Quarter 2022 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports Third Quarter 2022 Financial Results ?Received offers from sponsor to invest approximately $410 million in 1.4 GW of wind, solar, and solar plus storage projects ?TotalEnergies acquired a 50% interest in Clearway?s sponsor from Global Infrastructure Partners ?Entered into new Resource Adequacy contract for El Segundo ?Closed acquisition of 413 MW wind por |
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| September 20, 2022 |
CWEN.A / Clearway Energy, Inc. / Apollo Management Holdings GP, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 CLEARWAY ENERGY, INC. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 18539C105 (CUSIP Number) June 9, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| September 15, 2022 |
Exhibit 10 JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). |
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| September 15, 2022 |
Form of Letter Agreement dated September 12, 2022 Exhibit 11 Form of Execution Version September 12, 2022 STRICTLY PRIVATE AND CONFIDENTIAL Zephyr Acquisition Holdings, L. |
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| September 15, 2022 |
CORRESP 1 filename1.htm Clearway Energy, Inc. Clearway Energy LLC 300 Carnegie Center, Suite 300 Princeton, NJ 08540 clearwayenergy.com September 15, 2022 Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street N.E. Washington, D.C. 20549 Attn: Karl Hiller, Branch Chief John Cannarella, Staff Accountant Re: Clearway Energy, Inc. Form 10-K f |
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| September 15, 2022 |
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. |
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| September 15, 2022 |
? Exhibit 2 ? Execution Version ? September?12, 2022 ? STRICTLY PRIVATE AND CONFIDENTIAL ? Zephyr Acquisition Holdings, L. |
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| September 15, 2022 |
CWEN / Clearway Energy, Inc. Class C / TotalEnergies SE - SC 13D Activist Investment United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Information to be Included in Statements Filed Pursuant to ? 240.13d-1(a) and Amendments Thereto Filed Pursuant to ? 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. )* Clearway Energy, Inc. (Name of Issuer) Class A common stock Class C common stock (Title of Class of Securities |
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| September 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* CLEARWAY ENERGY, INC. (Name of Issuer) Class A common stock Class C common stock (Title of Class of Securities) 18539 C 105 (Class A common stock) 18539 C 204 (Class C common stock) (CUSIP Number) Global Infrastructure Management, LLC Attention: Julie As |
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| August 19, 2022 |
Exhibit 10.1 Execution Version SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this ?Amendment?) is dated as of August 15, 2022 and is entered into by and among CLEARWAY ENERGY OPERATING LLC, a Delaware limited liability company (the ?Borrower?), CLEARWAY ENERGY LLC, a Delaware limited liability company (?Holdings?), each |
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| August 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2022 Clearway Energy, Inc. |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022 Clearway Energy, Inc. |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specifi |
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| August 2, 2022 |
Clearway Energy, Inc. Reports Second Quarter 2022 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports Second Quarter 2022 Financial Results ?Signed binding agreement to acquire a 413 MW wind portfolio ?Executed new Resource Adequacy contracts for Marsh Landing; plant now fully contracted through 2026 ?Reaffirming 2022 financial guidance and raising pro forma CAFD outlook ?TotalEnergies entered into an agreement to acquire a 50% interest in Clearway?s spon |
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| August 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 2, 2022 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization |
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| June 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2022 Clearway Energy, Inc. |
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| June 1, 2022 |
Exhibit 4.2 Execution Version THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of May 25, 2022, among PAWVA Wind Holdings LLC (?PAWVA?), Capistrano Portfolio Holdings LLC (?Capistrano? and, together with PAWVA, the ?Guaranteeing Subsidiaries?), subsidiaries of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability |
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| June 1, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2022 Clearway Energy, Inc. |
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| June 1, 2022 |
Exhibit 4.1 Execution Version ELEVENTH SUPPLEMENTAL INDENTURE ELEVENTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of May 25, 2022, among PAWVA Wind Holdings LLC (?PAWVA?), Capistrano Portfolio Holdings LLC (?Capistrano? and, together with PAWVA, the ?Guaranteeing Subsidiaries?), subsidiaries of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited lia |
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| June 1, 2022 |
Exhibit 4.3 Execution Version SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of May 25, 2022, among PAWVA Wind Holdings LLC (?PAWVA?), Capistrano Portfolio Holdings LLC (?Capistrano? and, together with PAWVA, the ?Guaranteeing Subsidiaries?), subsidiaries of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liabili |
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| May 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* CLEARWAY ENERGY, INC. (Name of Issuer) Class A common stock Class C common stock (Title of Class of Securities) 18539 C 105 (Class A common stock) 18539 C 204 (Class C common stock) (CUSIP Number) Global Infrastructure Management, LLC Attention: Julie As |
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| May 5, 2022 |
274448334v.4 Clearway Energy, Inc. Key Management Change-in-Control and General Severance Plan (Amended and Restated as of January 1, 2022) i 274448334v.4 Table of Contents Article 1. Establishment and Term of the Plan ....................................................................1 Article 2. Definitions ........................................................................................ |
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| May 5, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 5, 2022 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization) ( |
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| May 5, 2022 |
Clearway Energy, Inc. Reports First Quarter 2022 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports First Quarter 2022 Financial Results ?Closed the sale of Clearway's Thermal Business on May 1st ?Repaid all outstanding borrowings under the revolving credit facility and the Bridge Loan Agreement ?Advanced previously committed growth through the initial funding of the Mililani solar project ?Updating 2022 financial guidance due to the closing of the Ther |
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| May 5, 2022 |
Clearway Energy, Inc. Annual Incentive Plan, effective as of January 1, 2022. 272895471v.6 CLEARWAY ENERGY, INC. ANNUAL INCENTIVE PLAN ARTICLE I PURPOSE OF THE PLAN This Plan shall be known as the Clearway Energy, Inc. Annual Incentive Plan (the ?Plan?). Clearway Energy, Inc. (the ?Company?) originally adopted the Plan effective January 1, 2018. The Plan was amended and restated by the Company as of January 1, 2020 and was most recently amended and restated effective as of |
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| May 5, 2022 |
273660251v.6 Clearway Energy, Inc. Executive Change-in-Control and General Severance Plan (Amended and Restated as of January 1, 2022) i 273660251v.6 Table of Contents Article 1. Establishment and Term of the Plan ....................................................................1 Article 2. Definitions ............................................................................................. |
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| May 5, 2022 |
Clearway Energy, Inc. Involuntary Severance Plan, effective as of January 1, 2022. 272779514v.5 Clearway Energy, Inc. Involuntary Severance Plan (Amended and Restated as of January 1, 2022) i 272779514v.5 Contents Article 1. Establishment and Purpose. .....................................................................................1 Article 2. Definitions................................................................................................................1 Article |
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| May 5, 2022 |
274443669v.4 CLEARWAY ENERGY, INC. AMENDED AND RESTATED 2013 EQUITY INCENTIVE PLAN (As Amended and Restated Effective December 7, 2021) Clearway Energy, Inc. (the ?Company?) previously established the Clearway Energy, Inc. 2013 Equity Incentive Plan (the ?Plan?) as of July 16, 2013. The Plan was subsequently amended and restated effective as of May 14, 2015 and February 19, 2021 and is hereby amen |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specif |
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| May 3, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2022 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| March 17, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? ? Filed by a Party other than the Registrant ? ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by R |
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| February 28, 2022 |
Clearway Energy, Inc. Reports Full Year 2021 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports Full Year 2021 Financial Results ?Full year financial performance ahead of guidance and in-line with sensitivities ?Funded approximately $820 million in new growth investments ?Raised $1.3 billion in new corporate level capital through the issuance of Green Bonds; transactions provided for corporate interest savings and maturity extensions ?Sale of Clearw |
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| February 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to . Commission File Number: 001-36002 Clearway Energy, Inc. (Exa |
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| February 28, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 28, 2022 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizat |
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| February 28, 2022 |
Exhibit 4.23 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Clearway Energy, Inc. (the ?Registrant? or ?Clearway Inc.?) had two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) Common Stock, Class A, par value $0.01 per share, a |
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| February 28, 2022 |
Subsidiaries of Clearway Energy, Inc. EXHIBIT 21.1 SUBSIDIARIES OF CLEARWAY ENERGY, INC. Entity Name Jurisdiction 2011 Finance Holdco LLC Delaware AC Solar Holdings LLC Delaware Adams Community Solar Garden I LLC Colorado Adams Community Solar Garden II LLC Colorado Adams Community Solar Garden III LLC Colorado Adams Community Solar Gardens LLC Colorado Agua Caliente Borrower 1 LLC Delaware Agua Caliente Borrower 2 LLC Delaware Agua C |
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| February 11, 2022 |
CWEN.A / Clearway Energy, Inc. / Apollo Management Holdings GP, LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 3)* Under the Securities Exchange Act of 1934 CLEARWAY ENERGY, INC. (Name of Issuer) Class A Common Stock, par value $0.01 per share Class C Common Stock, par value $0.01 per share (Title of Class of Securities) 18539C105 (Class A Common Stock) 18539C204 (Class C Common Stock) (CUSIP Number) Decembe |
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| February 10, 2022 |
CWEN / Clearway Energy, Inc. Class C / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Clearway Energy Inc. Class C Title of Class of Securities: Common Stock CUSIP Number: 18539C204 Date of Event Which Requires Filing of this Statement: January 31, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| February 10, 2022 |
CWEN / Clearway Energy, Inc. Class C / Rare Infrastructure Ltd Passive Investment clea21a2final.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 18539C204 13G Page 1 of 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Clearway Energy, Inc. (Name of Issuer) Class C Common Stock, par value $0.01 (Title of Class of Securities) 18539C204 (CUSIP Number) December 31, 2021 (Dat |
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| February 9, 2022 |
CWEN.A / Clearway Energy, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Clearway Energy Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 18539C105 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| February 9, 2022 |
CWEN / Clearway Energy, Inc. Class C / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Clearway Energy Inc. Title of Class of Securities: Common Stock CUSIP Number: 18539C204 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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| January 18, 2022 |
Exhibit 10.2 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with ?[***]? to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. FIRST AMENDME |
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| January 18, 2022 |
Exhibit 10.1 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with ?[***]? to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. FIRST AMENDME |
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| January 18, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission |
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| January 10, 2022 |
CWEN / Clearway Energy, Inc. Class C / FMR LLC Passive Investment SCHEDULE 13G Amendment No. 4 CLEARWAY ENERGY INC CLASS C COMMON STOCK Cusip #18539C204 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18539C204 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 630,271 Item 6: 0 Item 7: 3,533,035 Item 8: 0 Item 9: 3,533,035 Item |
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| December 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2021 Clearway Energy, Inc. |
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| December 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission |
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| December 1, 2021 |
EX-10.2 3 tm2134349d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 Execution Version SENIOR SECURED BRIDGE CREDIT AGREEMENT Dated as of November 30, 2021 among CLEARWAY ENERGY OPERATING LLC, as the Borrower, CLEARWAY ENERGY LLC, as Holdings, BANK OF AMERICA, N.A., as Administrative Agent, and The Lenders Party Hereto BOFA SECURITIES, INC., as Sole Lead Arranger and Sole Book Runner TABLE OF CONTENTS Sectio |
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| December 1, 2021 |
Exhibit 10.1 Execution Version SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND FIRST AMENDMENT TO AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT This SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND FIRST AMENDMENT TO AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (this ?Amendment?) is dated as of November 30, 2021 and is entered into by and among CLEARWAY ENERGY O |
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| November 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as sp |
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| November 4, 2021 |
Clearway Energy, Inc. Reports Third Quarter 2021 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports Third Quarter 2021 Financial Results ?Signed binding agreement with KKR to sell Clearway?s Thermal Business for $1.9 billion ?Entered into new Resource Adequacy contracts for Marsh Landing and Walnut Creek; now approximately 80% and 100% contracted, respectively, through 2026 ?Executed agreement to acquire the remaining 50% interest in the 530 MW Utah Sol |
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| November 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 4, 2021 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizati |
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| October 26, 2021 |
Exhibit 10.1 Execution Version MEMBERSHIP INTEREST PURCHASE AGREEMENT Between CLEARWAY ENERGY OPERATING LLC, as the Seller and KKR THOR BIDCO, LLC, as the Buyer Dated as of October 22, 2021 This document is intended solely to facilitate discussions among the parties identified herein. It is not intended to create, and shall not be deemed to create, a legally binding or enforceable offer or agreeme |
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| October 26, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission |
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| October 8, 2021 |
Exhibit 4.4 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of October 7, 2021, among Marsh Landing Holdco LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referred to |
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| October 8, 2021 |
Exhibit 4.2 TENTH SUPPLEMENTAL INDENTURE TENTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of October 7, 2021, among Marsh Landing Holdco LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referred to |
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| October 8, 2021 |
Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of October 7, 2021, among Marsh Landing Holdco LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referred |
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| October 8, 2021 |
Exhibit 4.1 EIGHTEENTH SUPPLEMENTAL INDENTURE EIGHTEENTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of October 7, 2021, among Marsh Landing Holdco LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture r |
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| October 8, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 7, 2021 Clearway Energy, Inc. |
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| October 1, 2021 |
? Exhibit 4.1? ? Execution Version ? ? CLEARWAY ENERGY OPERATING LLC ? and each of the Guarantors PARTY HERETO ? 3.750% SENIOR NOTES DUE 2032 ? ? ? INDENTURE ? Dated as of October?1, 2021 ? ? ? ? ? ? Delaware Trust Company ? Trustee ? ? ? ? ? ? ??? TABLE OF CONTENTS ? ? Page ? ? ? ARTICLE?1 DEFINITIONS AND INCORPORATION ? ? BY REFERENCE ? ? ? ? Section?1.01 Definitions 1 Section?1.02 Other Definit |
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| October 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission F |
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| September 24, 2021 |
Exhibit 99.1 Clearway Energy Operating LLC, a Subsidiary of Clearway Energy, Inc., Announces Proposed Offering of $350 Million ?Green Bond? PRINCETON, NJ? September 24, 2021 ? Clearway Energy Operating LLC (?Clearway Operating?), a subsidiary of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (?Clearway Energy?), intends to commence an offering of $350 million in aggregate principal amount of senior no |
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| September 24, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commissio |
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| September 24, 2021 |
Exhibit 99.2 Clearway Energy Operating LLC, a Subsidiary of Clearway Energy, Inc., Announces Cash Tender Offer and Concurrent Redemption Notice for Any and All of Its Outstanding 5.000% Senior Notes Due 2026 PRINCETON, N.J. ? September 24, 2021 ? Clearway Energy Operating LLC (?Clearway Operating?), a subsidiary of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (?Clearway Energy?), announced that it h |
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| September 24, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commissio |
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| September 24, 2021 |
Exhibit 99.1 Clearway Energy Operating LLC, a Subsidiary of Clearway Energy, Inc., Announces Pricing of Offering of $350 Million ?Green Bond? PRINCETON, NJ? September 24, 2021 ? Clearway Energy Operating LLC (?Clearway Operating?), a subsidiary of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (?Clearway Energy?), has priced its offering of $350 million in aggregate principal amount of 3.750% senior n |
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| September 23, 2021 |
Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT Between Clearway Energy, Inc. and Christopher Sotos THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is made as of September 23, 2021, between Clearway Energy, Inc. (the ?Company?), and Christopher Sotos (?Executive?). WHEREAS, the Company and Executive (collectively, the ?Parties?) previously entered into that certain employm |
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| September 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commissio |
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| September 8, 2021 |
Clearway Energy, Inc. Clearway Energy LLC 300 Carnegie Center, Suite 300 Princeton, NJ 08540 clearwayenergy.com September 8, 2021 Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street N.E. Washington, D.C. 20549 Attn: Mark Wojciechowski and Lily Dang Re: Clearway Energy, Inc. Form 10-K for the Fiscal Year ended December 31, 2020 Filed Mar |
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| August 23, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36002 (Commission File Number) |
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| August 23, 2021 |
Exhibit 10.1 Execution Version PURCHASE AND SALE AGREEMENT dated as of August 20, 2021 By and Between DOMINION SOLAR PROJECTS III, INC., as Seller, and UTAH SOLAR HOLDINGS II LLC, as Buyer TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Terms Generally 12 ARTICLE II PURCHASE AND SALE OF CLASS B INTERESTS 13 Section 2.1 Purchase and Sale of the Class B I |
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| August 3, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 3, 2021 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization |
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| August 3, 2021 |
Exhibit 10.2 FIFTH AMENDMENT TO RIGHT OF FIRST OFFER AGREEMENT This FIFTH AMENDMENT TO RIGHT OF FIRST OFFER AGREEMENT (this ?Amendment?), dated as of August 2, 2021 (the ?Amendment Date?), is entered into by and between CLEARWAY ENERGY GROUP LLC, a Delaware limited liability company (f/k/a Zephyr Renewables LLC) (?CEG?), and CLEARWAY ENERGY, INC., a Delaware corporation (f/k/a NRG Yield, Inc.) (?C |
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| August 3, 2021 |
Clearway Energy, Inc. Reports Second Quarter 2021 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports Second Quarter 2021 Financial Results ?2Q21 results in-line with seasonal expectations ?Committed investments with 2H21 COD targets remain on track for closing by year end ?Maintaining 2021 CAFD guidance and pro forma CAFD outlook ?Increasing the quarterly dividend by 1.7% to $0.3345 per share in the third quarter of 2021; On track to achieve the upper en |
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| August 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specifi |
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| June 1, 2021 |
Clearway Energy, Inc. Clearway Energy LLC 300 Carnegie Center, Suite 300 Princeton, NJ 08540 clearwayenergy.com Via EDGAR June 1, 2021 Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Mark Wojciechowski and Lily Dang Re: Clearway Energy, Inc. Form 10-K for the Fiscal Year ended December 31, 2020 Fil |
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| May 19, 2021 |
Exhibit 4.2 NINTH SUPPLEMENTAL INDENTURE NINTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of May 14, 2021, among WV Wind Holdings LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referred to herein |
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| May 19, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2021 Clearway Energy, Inc. |
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| May 19, 2021 |
Exhibit 4.1 SEVENTEENTH SUPPLEMENTAL INDENTURE SEVENTEENTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of May 14, 2021, among WV Wind Holdings LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referr |
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| May 19, 2021 |
Exhibit 4.3 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of May 14, 2021, among WV Wind Holdings LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referred to herein |
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| May 6, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 6, 2021 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization) ( |
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| May 6, 2021 |
Clearway Energy, Inc. Reports First Quarter 2021 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports First Quarter 2021 Financial Results ?Raised $925 million of corporate capital through the issuance of the 2031 "Green Bond" Senior Notes ?Closed the acquisition of the 264 MW Mt. Storm wind project ?Executed a multi-year, 100 MW Resource Adequacy agreement at Marsh Landing ?Raising pro forma CAFD outlook ?Increasing the quarterly dividend by 1.5% to $0.3 |
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| May 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-36002 Clearway Energy, Inc. (Exact name of registrant as specif |
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| May 3, 2021 |
As filed with the Securities and Exchange Commission on May 3, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 46-1777204 (State or other jurisdiction of incorporation or organization) (I.R.S. Empl |
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| May 3, 2021 |
Exhibit 10.1 CLEARWAY ENERGY, INC. AMENDED AND RESTATED 2013 EQUITY INCENTIVE PLAN (As Amended and Restated Effective February 19, 2021) Clearway Energy, Inc. (the ?Company?) previously established the Clearway Energy, Inc. 2013 Equity Incentive Plan (the ?Plan?) as of July 16, 2013. The Plan was subsequently amended and restated effective as of May 14, 2015 and is hereby amended and restated, eff |
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| May 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36002 (Commission File Number) |
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| March 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| March 17, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? ? Filed by a Party other than the Registrant ? ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by |
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| March 15, 2021 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36002 (Commission File Number) 4 |
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| March 15, 2021 |
Letter from KPMG LLP, dated March 15, 2021. Exhibit 16.1 March 15, 2021 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Clearway Energy, Inc. and, under the date of March 1, 2021, we reported on the consolidated financial statements of Clearway Energy, Inc. as of and for the years ended December 31, 2020 and 2019, and the effectiveness of internal control over fina |
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| March 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36002 (Commission File Number) 4 |
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| March 9, 2021 |
Exhibit 4.1 Execution Copy CLEARWAY ENERGY OPERATING LLC and each of the Guarantors PARTY HERETO 3.750% SENIOR NOTES DUE 2031 INDENTURE Dated as of March 9, 2021 Delaware Trust Company Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 15 Section 1.03 [Reserved] 15 Section 1.04 Rules of Construction 15 ARTIC |
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| March 2, 2021 |
Exhibit 99.1 Clearway Energy Operating LLC, a Subsidiary of Clearway Energy, Inc., Announces Pricing of Offering of $925 Million ?Green Bond? PRINCETON, NJ? March 2, 2021 ? Clearway Energy Operating LLC (?Clearway Operating?), a subsidiary of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (?Clearway Energy?), has priced its offering of $925 million in aggregate principal amount of 3.750% senior notes |
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| March 2, 2021 |
Exhibit 99.1 Clearway Energy Operating LLC, a Subsidiary of Clearway Energy, Inc., Announces Proposed Offering of $925 Million ?Green Bond? PRINCETON, NJ? March 2, 2021 ? Clearway Energy Operating LLC (?Clearway Operating?), a subsidiary of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (?Clearway Energy?), intends to commence an offering of $925 million in aggregate principal amount of senior notes d |
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| March 2, 2021 |
EX-99.2 3 tm218352d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Clearway Energy Operating LLC, a Subsidiary of Clearway Energy, Inc., Announces Cash Tender Offer and Concurrent Redemption Notice for Any and All of Its Outstanding 5.750% Senior Notes Due 2025 PRINCETON, N.J. — March 2, 2021 — Clearway Energy Operating LLC (“Clearway Operating”), a subsidiary of Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) ( |
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| March 2, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission Fil |
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| March 2, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36002 (Commission File Number) 4 |
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| March 1, 2021 |
Clearway Energy, Inc. Key Management Change-in-Control and General Severance Plan. Exhibit 10.20 Clearway Energy, Inc. Key Management Change-in-Control and General Severance Plan (Amended and Restated as of January 1, 2021) 1 DMEAST #35732408 v3 263056338v.1 Table of Contents Page Article 1. Establishment and Term of the Plan 1 Article 2. Definitions 2 Article 3. Severance Benefits 7 Article 4. Ineligibility 11 Article 5. Restrictive Covenants 12 Article 6. Certain Change in Con |
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| March 1, 2021 |
Exhibit 4.43 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2020, Clearway Energy, Inc. (the ?Registrant? or ?Clearway Inc.?) had two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) Common Stock, Class A, par value $0.01 per share, a |
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| March 1, 2021 |
Clearway Energy, Inc. Executive Change-in-Control and General Severance Plan. EX-10.19 3 clearwayincex1019-cwen2020.htm EX-10.19 Exhibit 10.19 Clearway Energy, Inc. Executive Change-in-Control and General Severance Plan (Amended and Restated as of January 1, 2021) Contents Article 1. Establishment and Term of the Plan 1 Article 2. Definitions 2 Article 3. Severance Benefits 7 Article 4. Ineligibility 11 Article 5. Restrictive Covenants 11 Article 6. Certain Change in Contro |
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| March 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to . Commission File Number: 001-36002 Clearway Energy, Inc. (Exa |
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| March 1, 2021 |
Subsidiaries of Clearway Energy, Inc. EXHIBIT 21.1 SUBSIDIARIES OF CLEARWAY ENERGY, INC. Entity Name Jurisdiction 2011 Finance Holdco LLC Delaware AC Solar Holdings LLC Delaware Adams Community Solar Garden I LLC Colorado Adams Community Solar Garden II LLC Colorado Adams Community Solar Garden III LLC Colorado Adams Community Solar Gardens LLC Colorado Agua Caliente Borrower 2 LLC Delaware Agua Caliente Solar Holdings LLC Delaware Ag |
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| March 1, 2021 |
Exhibit 10.31 Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with ?[***]? to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. SECOND AMENDED AND RESTATED LI |
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| March 1, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 1, 2021 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organization) |
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| March 1, 2021 |
Clearway Energy, Inc. Reports Full Year 2020 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports Full Year 2020 Financial Results •Closed on or committed to invest $880 million in new growth investments during 2020 •Executed on $1.4 billion in capital formation through project level debt optimization, new corporate level financing, and the recycling of non-strategic assets •Signed third party acquisition agreement in February 2021 for the 264 MW Mt. |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934 CLEARWAY ENERGY, INC. (Name of Issuer) Class A Common Stock, par value $0.01 per share Class C Common Stock, par value $0.01 per share (Title of Class of Securities) 18539C105 (Class A Common Stock) 18539C204 (Class C Common Stock) (CUSIP Number) Decembe |
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| February 11, 2021 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* CLEARWAY ENERGY INC-C (Name of Issuer) Common (Title of Class of Securities) 18539C204 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 11, 2021 |
CUSIP NO. 18539C204 13G Page 1 of 8 clea20a1final1.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 18539C204 13G Page 1 of 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clearway Energy, Inc. (Name of Issuer) Common Stock, Class C, par value $0.01 per share (Title of Class of Securities) 18539C204 (CUSIP Number) December 31 |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Clearway Energy Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 18539C105 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Clearway Energy Inc. Title of Class of Securities: Common Stock CUSIP Number: 18539C204 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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| February 5, 2021 |
Exhibit 4.3 EIGHTH SUPPLEMENTAL INDENTURE EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture refe |
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| February 5, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2021 Clearway Energy, Inc. |
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| February 5, 2021 |
Exhibit 4.2 TWELFTH SUPPLEMENTAL INDENTURE TWELFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture re |
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| February 5, 2021 |
Exhibit 4.1 SIXTEENTH SUPPLEMENTAL INDENTURE SIXTEENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 3, 2021, among CWSP Rattlesnake Holding LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indentur |
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| February 3, 2021 |
Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2021 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36002 (Commission File Number |
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| December 29, 2020 |
Exhibit 4.3 SEVENTH SUPPLEMENTAL INDENTURE SEVENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 23, 2020, among Rosamond Solar Holdco LLC, Langford Holding LLC, and Daggett Solar Holdco LLC (collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Compa |
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| December 29, 2020 |
Exhibit 4.1 FIFTEENTH SUPPLEMENTAL INDENTURE FIFTEENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 23, 2020, among Rosamond Solar Holdco LLC, Langford Holding LLC, and Daggett Solar Holdco LLC (collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “C |
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| December 29, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2020 Clearway Energy, Inc. |
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| December 29, 2020 |
Exhibit 4.2 ELEVENTH SUPPLEMENTAL INDENTURE ELEVENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 23, 2020, among Rosamond Solar Holdco LLC, Langford Holding LLC, and Daggett Solar Holdco LLC (collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Com |
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| December 22, 2020 |
Exhibit 10.3 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. MEMBERSHIP IN |
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| December 22, 2020 |
Exhibit 10.2 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. MEMBERSHIP IN |
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| December 22, 2020 |
Clearway Enterprise Announces Agreements for 1.6 GW Portfolio of Renewable Energy Assets Exhibit 99.1 Clearway Enterprise Announces Agreements for 1.6 GW Portfolio of Renewable Energy Assets PRINCETON, NJ and SAN FRANCISCO, CA— December 22, 2020— Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) (“CWEN”, “Company”) and its renewable development partner and parent company, Clearway Energy Group LLC (“CEG”), today announced agreements providing for CWEN’s co-investment in a 1,204 MW portfolio |
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| December 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2020 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission |
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| December 22, 2020 |
Exhibit 10.1 Execution Version Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. MEMBERSHIP IN |
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| December 4, 2020 |
Exhibit 4.2 TENTH SUPPLEMENTAL INDENTURE TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 1, 2020, among Ocotillo Windpower Holdings LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture ref |
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| December 4, 2020 |
Exhibit 4.3 SIXTH SUPPLEMENTAL INDENTURE SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 1, 2020, among Ocotillo Windpower Holdings LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Indenture ref |
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| December 4, 2020 |
Exhibit 4.1 FOURTEENTH SUPPLEMENTAL INDENTURE FOURTEENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 1, 2020, among Ocotillo Windpower Holdings LLC (the “Guaranteeing Subsidiary”), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the “Company”), the Company, the other Guarantors (as defined in the Ind |
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| December 4, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2020 Clearway Energy, Inc. |
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| November 20, 2020 |
Exhibit 2.1 EXECUTION VERSION PURCHASE AND SALE AGREEMENT dated as of November 19, 2020 by and between NRG Solar Sunrise llc, a Delaware limited liability company, as Seller, and Clearway AC SOLAR HOLDINGS LLC, a Delaware limited liability company, as Purchaser TABLE OF CONTENTS ARTICLE 1 DEFINITIONS, INTERPRETATION 1 1.01 Definitions 1 1.02 Interpretation 8 ARTICLE 2 SALE OF MEMBERSHIP INTERESTS |
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| November 20, 2020 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2020 Clearway Energy, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation) (Commission |
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| November 19, 2020 |
Exhibit 4.3 FIFTH SUPPLEMENTAL INDENTURE FIFTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of November 18, 2020, among DG-CS Holdings LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referred to her |
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| November 19, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2020 Clearway Energy, Inc. |
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| November 19, 2020 |
Exhibit 4.1 THIRTEENTH SUPPLEMENTAL INDENTURE THIRTEENTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of November 18, 2020, among DG-CS Holdings LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture refer |
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| November 19, 2020 |
Exhibit 4.2 NINTH SUPPLEMENTAL INDENTURE NINTH SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of November 18, 2020, among DG-CS Holdings LLC (the ?Guaranteeing Subsidiary?), a subsidiary of Clearway Energy Operating LLC (or its permitted successor), a Delaware limited liability company (the ?Company?), the Company, the other Guarantors (as defined in the Indenture referred to her |
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| November 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 5, 2020 CLEARWAY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36002 46-1777204 (State or other jurisdiction of incorporation or organizati |
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| November 5, 2020 |
Clearway Energy, Inc. Reports Third Quarter 2020 Financial Results Exhibit 99.1 Clearway Energy, Inc. Reports Third Quarter 2020 Financial Results •Signed agreements with Clearway Group (CEG) to acquire the Repowered 160 MW Langford Wind Project •Acquired CEG’s residual interest in the Distributed Generation Partnerships, including an associated SREC contract •Received offer from CEG to invest in, inclusive of CEG’s interest in Mesquite Star, a 1.6 GW renewable p |
