Clearway Energy (NYSE: CWEN) insiders log 101-share Class C stock adjustment
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Clearway Energy, Inc. reported an internal equity adjustment involving 101 shares of Class C common stock, coded as an “other acquisition or disposition” and tied to the forfeiture of restricted stock previously granted by Clearway Energy Group LLC to its employees. The securities are held directly by Clearway Energy Group, and entities affiliated with TotalEnergies may be deemed to beneficially own them through an indirect structure, with 77,075 shares of Class C common stock reported as indirectly held after the transaction, while such entities disclaim beneficial ownership except to the extent of any pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
1 transaction reported
Mixed
1 txn
Insider
TotalEnergies SE, TotalEnergies Gestion USA SARL, TotalEnergies Holdings USA, Inc., TotalEnergies Delaware, Inc., TotalEnergies Renewables USA, LLC
Role
Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class C Common Stock | 101 | -- | -- |
Holdings After Transaction:
Class C Common Stock — 77,075 shares (Indirect, See footnotes)
Footnotes (1)
- Reflects the forfeiture of shares of restricted stock of Clearway Energy, Inc. previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr. TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization".
Key Figures
Restructuring-related shares: 101 shares
Indirect holdings after transaction: 77,075 shares
Equity interest in Zephyr GP: 50%
3 metrics
Restructuring-related shares
101 shares
Class C Common Stock coded J as an other acquisition or disposition
Indirect holdings after transaction
77,075 shares
Class C Common Stock indirectly held through Clearway Energy Group LLC
Equity interest in Zephyr GP
50%
TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP
Key Terms
restricted stock, Long Term Equity Incentive Program, beneficial ownership, pecuniary interest, +1 more
5 terms
restricted stock financial
"forfeiture of shares of restricted stock of Clearway Energy, Inc."
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Long Term Equity Incentive Program financial
"granted by Clearway Energy Group LLC under its Long Term Equity Incentive Program"
beneficial ownership regulatory
"may be deemed to beneficially own the securities reported herein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest"
director by deputization regulatory
"Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization""
FAQ
What insider transaction was reported for Clearway Energy (CWEN)?
The report shows an internal adjustment of 101 shares of Class C common stock, classified as an “other acquisition or disposition” related to the forfeiture of restricted stock previously granted by Clearway Energy Group LLC to its employees.
What does transaction code J mean in this Clearway Energy (CWEN) insider report?
Transaction code J is described as an “other acquisition or disposition.” In this case, it reflects a restructuring-type change involving the forfeiture of restricted stock previously granted to employees by Clearway Energy Group LLC.
Do TotalEnergies-affiliated reporting persons claim full beneficial ownership of these Clearway Energy (CWEN) shares?
No. The reporting persons state they may be deemed to beneficially own the securities but expressly disclaim beneficial ownership except to the extent of their pecuniary interest in the indirectly held shares.
How are TotalEnergies entities connected to Clearway Energy (CWEN) in this insider report?
TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP, which ultimately controls Clearway Energy Group LLC, the direct holder of the shares, creating an indirect ownership link to Clearway Energy stock.