Clearway Energy (NYSE: CWEN) CFO receives 767-share stock-based award

Rhea-AI Filing Summary

Clearway Energy, Inc. reported that EVP and CFO Sarah Rubenstein acquired 767 shares of Class C Common Stock through a stock-based award with no cash paid per share. Following this grant, she directly holds a total of 51,077 Class C shares.

The new shares represent dividend equivalent rights tied to her existing Restricted Stock Units and Relative Performance Stock Units. The holdings total includes 6,217 dividend equivalent rights that, like the new award, may only be settled in Class C Common Stock.

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

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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^*

Rubenstein Sarah

(Last) (First) (Middle)

CLEARWAY ENERGY, INC.

300 CARNEGIE CENTER, SUITE 300

(Street)

PRINCETON NJ 08540

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP AND CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Class C Common Stock, par value $.01 per share	03/02/2026		A		767	A	(1)	51,077(2)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents dividend equivalent rights accrued on the Reporting Person's Restricted Stock Units ("RSUs") and Relative Performance Stock Units ("RPSUs"), which become exercisable proportionately with the RSUs and RPSUs to which they relate and may only be settled in Class C Common Stock of Clearway Energy, Inc. as determined by the RSU or RPSU to which they relate.

2. Includes 6,217 dividend equivalent rights that may only be settled in Class C Common Stock.

	/s/ Kevin P. Malcarney, Attorney-in-Fact	03/04/2026
	** 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.

FAQ

What did Clearway Energy (CWEN) EVP and CFO Sarah Rubenstein report in this Form 4?

Sarah Rubenstein reported receiving 767 shares of Clearway Energy Class C Common Stock as a stock-based award with no cash cost. This award consists of dividend equivalent rights linked to her existing RSUs and RPSUs, settled only in Class C Common Stock.

How many Clearway Energy (CWEN) shares does Sarah Rubenstein own after this transaction?

After the reported award, Sarah Rubenstein directly holds 51,077 shares of Clearway Energy Class C Common Stock. This total includes 6,217 dividend equivalent rights that are tied to her outstanding RSUs and RPSUs and are only settled in Class C Common Stock.

What type of security was involved in the CWEN Form 4 for Sarah Rubenstein?

The Form 4 involves Class C Common Stock of Clearway Energy, par value $0.01 per share. The 767 additional shares represent dividend equivalent rights associated with existing RSUs and RPSUs, which will be settled solely in Class C Common Stock when those units vest.

Was cash paid for the shares reported in Sarah Rubenstein’s CWEN Form 4?

No cash was paid for these shares; the transaction price per share is reported as $0.0000. The 767 shares arose from dividend equivalent rights on her RSUs and RPSUs, representing an equity-based compensation adjustment rather than an open-market purchase.

What are the dividend equivalent rights mentioned in the Clearway Energy (CWEN) Form 4 footnotes?

The dividend equivalent rights accrue on Sarah Rubenstein’s RSUs and RPSUs and become exercisable proportionately with those units. They may only be settled in Clearway Energy Class C Common Stock, effectively increasing her share count as the underlying RSUs and RPSUs vest over time.

How many dividend equivalent rights does Sarah Rubenstein now hold in Clearway Energy (CWEN)?

Her total reported holdings include 6,217 dividend equivalent rights in Clearway Energy Class C Common Stock. These rights are linked to her outstanding RSUs and RPSUs and are settled exclusively in Class C shares when the related stock units vest and become deliverable.