Clearway Energy (NYSE: CWEN) logs 945-share restricted stock forfeiture in Form 4
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Clearway Energy, Inc. reported an internal equity adjustment involving entities associated with BlackRock Portfolio Management LLC. A total of 945 shares of Class C restricted stock previously granted under Clearway Energy Group LLC’s Long Term Equity Incentive Program were forfeited by one or more of its employees.
After this restructuring entry, 76,974 shares of Class C Common Stock are reported as held indirectly by Clearway Energy Group. BlackRock Portfolio Management LLC and related GIP entities state that they may be deemed to share beneficial ownership but expressly 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
BlackRock Portfolio Management LLC
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class C Common Stock | 945 | $0.00 | -- |
Holdings After Transaction:
Class C Common Stock — 76,974 shares (Indirect, See footnotes)
Footnotes (1)
- Reflects the forfeiture of shares of restricted stock of the Issuer previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees. Reflects securities held directly by Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") which is the sole member of Clearway Energy Group. Zephyr GP is owned by GIP III Zephyr Midco Holdings, L.P. ("Midco") and TotalEnergies Renewables USA, LLC. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of Midco. As a result, each of Zephyr GP, Zephyr, Midco, Global GP and Global Investors (the "GIP Entities") may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group. Adebayo Ogunlesi, Michael McGhee, Rajaram Rao, Deepak Agrawal, Julie Ashworth, Jonathan Bram, William Brilliant, Matthew Harris, Tom Horton, Sugam Mehta and Salim Samaha, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Issuer securities beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership. BlackRock Portfolio Management LLC and the GIP Entities disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, if any, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended ("the Exchange Act"), BlackRock Portfolio Management LLC and the GIP Entities state that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.
Key Figures
Restricted stock forfeited: 945 shares
Shares indirectly held after transaction: 76,974 shares
Transaction price per share: $0.0000 per share
3 metrics
Restricted stock forfeited
945 shares
Class C restricted stock forfeited under Long Term Equity Incentive Program
Shares indirectly held after transaction
76,974 shares
Class C Common Stock reported as indirectly held after restructuring
Transaction price per share
$0.0000 per share
Reported for the 945-share forfeiture entry
Key Terms
restricted stock, Long Term Equity Incentive Program, beneficial ownership, pecuniary interest, +1 more
5 terms
restricted stock financial
"Reflects the forfeiture of shares of restricted stock of the Issuer previously granted"
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
"previously granted by Clearway Energy Group LLC under its Long Term Equity Incentive Program"
beneficial ownership financial
"may be deemed to share beneficial ownership of the securities owned by Clearway Energy Group"
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
"disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest"
Section 16 regulatory
"for purposes of Section 16 of the Exchange Act or for any other purpose"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
FAQ
What insider transaction did Clearway Energy (CWEN) report in this Form 4?
Clearway Energy reported an internal restructuring transaction involving 945 shares of Class C restricted stock. These shares, previously granted to Clearway Energy Group employees, were forfeited and the position is now reported as 76,974 indirectly held shares.
Who is the reporting person in the Clearway Energy (CWEN) Form 4 filing?
The reporting person is BlackRock Portfolio Management LLC, identified as a ten percent owner. The filing notes that securities are held directly by Clearway Energy Group LLC, with various GIP-related entities potentially sharing beneficial ownership through their ownership structure.
What does the forfeiture of restricted stock mean for Clearway Energy (CWEN)?
The forfeiture means that 945 previously granted restricted shares under Clearway Energy Group’s Long Term Equity Incentive Program did not fully vest to employees. This is an internal equity adjustment and is reported as an “other” restructuring transaction rather than a market buy or sell.
Do BlackRock Portfolio Management LLC and GIP entities claim full beneficial ownership of CWEN shares?
No. BlackRock Portfolio Management LLC and the related GIP entities state they may be deemed to share beneficial ownership but expressly disclaim beneficial ownership, except for any pecuniary interest. They note that including these securities in the report is not an admission of beneficial ownership.