Clearway CEO surrenders shares for tax withholding

Clearway Energy, Inc. President & CEO Cornelius Craig reported a routine tax-withholding share disposition tied to equity compensation.

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Form Type

Rhea-AI Filing Summary

Clearway Energy, Inc. President & CEO Cornelius Craig reported a routine tax-withholding share disposition tied to equity compensation. On July 1, 2026, 14,119 shares underlying previously granted Restricted Stock Units vested, and 7,184 Class C Common shares were surrendered to cover his tax obligation. After this non-market transaction, he directly holds 358,087 Class C Common shares.

Insider Trade Summary

Exercise Price or Tax Liability: 7,184 shares

Exercise Price or Tax Liability 1 txn

Insider Cornelius Craig

Role President & CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class C Common Stock, par value $.01 per share	7,184	$0.00	$0.00

Holdings After Transaction: Class C Common Stock, par value $.01 per share — 358,087 shares (Direct)

Footnotes (1)

F1. On July 1, 2024, Mr. Cornelius was issued 37,945 Restricted Stock Units ("RSUs") by Clearway Energy, Inc. under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP"). These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On July 1, 2026, 14,119 shares vested. Mr. Cornelius elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 7,184 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation.

Key Figures

Shares surrendered for taxes: 7,184 shares Shares vested: 14,119 shares Original RSU grant: 37,945 RSUs +1 more

4 metrics

Shares surrendered for taxes 7,184 shares Class C Common Stock surrendered on July 1, 2026 for tax withholding

Shares vested 14,119 shares Shares vesting from RSUs on July 1, 2026

Original RSU grant 37,945 RSUs RSUs granted on July 1, 2024 under 2013 Equity Incentive Plan

Shares held after transaction 358,087 shares Direct Class C Common holdings after tax-withholding disposition

Key Terms

Restricted Stock Units ("RSUs"), Amended and Restated 2013 Equity Incentive Plan, withholding obligation, Class C Common Stock

4 terms

Restricted Stock Units ("RSUs") financial

"Mr. Cornelius was issued 37,945 Restricted Stock Units ("RSUs") by Clearway Energy, Inc."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Amended and Restated 2013 Equity Incentive Plan financial

"under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP")"

withholding obligation financial

"stock for RSUs having a value on the date of the exchange equal to the withholding obligation."

Class C Common Stock financial

"Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc."

A class C common stock is a type of company share that usually represents ownership but often carries limited or no voting power compared with other share classes. For investors, that matters because it can affect influence over company decisions and sometimes the stock’s price or dividend priority — think of it as owning a ticket to the same event but in a section with less say in how the event is run.

FAQ

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What did Clearway Energy (CWEN) CEO Cornelius Craig report in this Form 4?

He reported a routine tax-withholding disposition. When 14,119 shares from vested RSUs settled on July 1, 2026, 7,184 Class C shares were surrendered to cover his tax obligation, with no open-market sale involved.

How many Clearway Energy shares were surrendered for taxes by the CEO?

Cornelius Craig surrendered 7,184 Class C Common shares. These shares were used to satisfy his tax withholding obligation arising from the vesting and exchange of Restricted Stock Units into common stock on July 1, 2026.

How many Restricted Stock Units were originally granted to the Clearway Energy CEO?

On July 1, 2024, he was granted 37,945 Restricted Stock Units. These RSUs vest ratably over three years, starting on the first anniversary of the grant date, with each RSU equal to one share of Class C Common Stock.

How many Clearway Energy shares vested for the CEO on July 1, 2026?

On July 1, 2026, 14,119 shares vested for Cornelius Craig. These shares came from his prior RSU grant and were exchanged into Class C Common Stock before a portion was surrendered to meet tax withholding requirements.

What are Cornelius Craig’s Clearway Energy holdings after this transaction?

Following the tax-withholding disposition, he directly holds 358,087 Class C Common shares. This figure reflects his ownership after surrendering 7,184 shares to satisfy the tax obligation linked to his RSU vesting.

Was this Clearway Energy CEO Form 4 an open-market sale of shares?

No. The Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were surrendered back to cover withholding taxes triggered when Restricted Stock Units vested and converted into Class C Common Stock.

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Accepted by SEC EDGAR 07/06/2026 - 04:09 PM EDT

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Cornelius Craig

(Last)

(First)

(Middle)

CLEARWAY ENERGY, INC.

300 CARNEGIE CENTER, SUITE 300

(Street)

PRINCETON

NEW JERSEY

08540

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Clearway Energy, Inc. [ CWEN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class C Common Stock, par value $.01 per share	07/01/2026		F		7,184	D	⁽¹⁾	358,087	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On July 1, 2024, Mr. Cornelius was issued 37,945 Restricted Stock Units ("RSUs") by Clearway Energy, Inc. under Clearway Energy Inc.'s Amended and Restated 2013 Equity Incentive Plan (the "LTIP"). These RSUs vest ratably over a three-year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of Clearway Energy Inc., par value $.01 per share. On July 1, 2026, 14,119 shares vested. Mr. Cornelius elected to satisfy his tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 7,184 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation.

	/s/ Michael A. Brown, Attorney-in-Fact	07/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR