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Clearway Energy: ClearBridge reports 5.0% stake

The holdings are attributed to investment-management client accounts, while ClearBridge disclaims a pecuniary interest in the shares.

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Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

Clearway Energy, Inc. (CWEN) had 6,068,549 shares of its Class C common stock, or 5.0% of the class, reported as beneficially owned by ClearBridge Investments, LLC, ClearBridge Investments Limited and ClearBridge Investments (North America) Pty Ltd as of September 30, 2026. The three entities reported sole voting and dispositive power over their respective positions, with no shared voting or dispositive power. The shares are held in investment-management client accounts; ClearBridge disclaimed any pecuniary interest and disclaimed being the beneficial owner under Rule 13d-3.

Aggregate beneficial ownership 6,068,549 shares As of September 30, 2026
Percent of class 5.0% Clearway Energy Class C common stock
ClearBridge Investments Limited position 5,279,011 shares Sole voting and dispositive power
ClearBridge Investments (North America) Pty Ltd position 776,213 shares Sole voting and dispositive power
ClearBridge Investments, LLC position 13,325 shares Sole voting and dispositive power
beneficial ownership regulatory
"beneficial ownership by investment management subsidiaries"
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.
sole investment discretion regulatory
"CIL reports that it has sole investment discretion"
pecuniary interest regulatory
"CIL disclaims any pecuniary interest"
Rule 13d-3 regulatory
"for purposes of Rule 13d-3 under the Act"
Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many CWEN shares did ClearBridge report owning?

The three ClearBridge entities reported beneficial ownership of 6,068,549 shares of Clearway Energy Class C common stock, equal to 5.0% of the class as of September 30, 2026.

How is ClearBridge's CWEN position divided among its entities?

ClearBridge Investments Limited reported sole voting and dispositive power over 5,279,011 shares; ClearBridge Investments (North America) Pty Ltd reported those powers over 776,213 shares; and ClearBridge Investments, LLC reported them over 13,325 shares. Each reported zero shared voting and dispositive power.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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18539C204

(CUSIP Number)
09/30/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



Clearbridge Investments, LLC
Signature:/s/BRIAN R. MURPHY
Name/Title:Brian R. Murphy, Chief Compliance Officer of ClearBridge Investments, LLC
Date:10/29/2026
ClearBridge Investments Ltd
Signature:/s/ANNETTE GOLDEN
Name/Title:Annette Golden, Head of Legal, Risk and Compliance & Company Secretary of ClearBridge Investments Limited
Date:10/30/2026
ClearBridge Investments (North America) Pty Ltd
Signature:/s/ANNETTE GOLDEN
Name/Title:Annette Golden, Head of Legal, Risk and Compliance & Company Secretary of ClearBridge Investments (North America) Pty Ltd
Date:10/30/2026
Exhibit Information

Exhibit A: Joint Filing Agreement Exhibit B: Item 4 Ownership Exhibit C: Item 8 Identification and Classification of Members of the Group Exhibit A: JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13G and to all amendments to such statement and that such statement and all amendments to such statement are made on behalf of each of them. IN WITNESS WHEREOF, the undersigned have executed this agreement on the date of the signing of this filing. ClearBridge Investments, LLC By: /s/BRIAN R. MURPHY Brian R. Murphy Chief Compliance Officer of ClearBridge Investments, LLC ClearBridge Investments Limited By: /s/ANNETTE GOLDEN Annette Golden Head of Legal, Risk and Compliance & Company Secretary of ClearBridge Investments Limited ClearBridge Investments (North America) Pty Ltd By: /s/ANNETTE GOLDEN Annette Golden Head of Legal, Risk and Compliance & Company Secretary of ClearBridge Investments (North America) Pty Ltd Exhibit B: Item 4 Ownership The securities reported herein are beneficially owned by one or more open end investment companies or other managed accounts that are investment management clients of ClearBridge Investments, LLC, ClearBridge Investments Limited, and ClearBridge Investments (North America) Pty Ltd. (collectively,"CIL"), indirect wholly owned subsidiaries of Franklin Templeton, Inc. ("FTI"). When an investment management contract (including a sub advisory agreement) delegates to CIL investment discretion or voting power over the securities held in the investment advisory accounts that are subject to that agreement, FTI treats CIL as having sole investment discretion or voting authority, as the case may be, unless the agreement specifies otherwise. Accordingly, CIL reports on Schedule 13G that it has sole investment discretion and voting authority over the securities covered by any such investment management agreement, unless otherwise noted in this Item 4. As a result, for purposes of Rule 13d-3 under the Act, CIL may be deemed to be the beneficial owner of the securities reported in this Schedule 13G. Beneficial ownership by investment management subsidiaries and other affiliates of FTI is being reported in conformity with the guidelines articulated by the SEC staff in Release No. 34-39538 (January 12, 1998) relating to organizations, such as FTI, where related entities exercise voting and investment powers over the securities being reported independently from each other. The voting and investment powers held by CIL are exercised independently from FTI (CIL's parent holding company) and from all other investment management subsidiaries of FTI (FTI, its affiliates and investment management subsidiaries other than CIL are, collectively, "FTI affiliates"). Furthermore, internal policies and procedures of CIL and FTI affiliates establish informational barriers that prevent the flow between CIL and the FTI affiliates of information that relates to the voting and investment powers over the securities owned by their respective investment management clients. Consequently, CIL and the FTI affiliates report the securities over which they hold investment and voting power separately from each other for purposes of Section 13 of the Act. Charles B. Johnson and Rupert H. Johnson, Jr. (the "Principal Shareholders") may each own in excess of 10% of the outstanding common stock of FTI and are the principal stockholders of FTI (see FTI's Proxy Statement-Stock Ownership of Certain Beneficial Owners). However, because CIL exercises voting and investment powers on behalf of its investment management clients independently of FTI affiliates, beneficial ownership of the securities reported by CIL is not attributed to the Principal Shareholders. CIL disclaims any pecuniary interest in any of the securities reported in this Schedule 13G. In addition, the filing of this Schedule 13G on behalf of CIL should not be construed as an admission that it is, and it disclaims that it is, the beneficial owner, as defined in Rule 13d-3, of any of such securities. Furthermore, CIL believes that it is not a "group" with FTI affiliates, the Principal Shareholders, or their respective affiliates within the meaning of Rule 13d-5 under the Act and that none of them is otherwise required to attribute to any other the beneficial ownership of the securities held by such person or by any persons or entities for whom or for which CIL or the FTI affiliates provide investment management services. EXHIBIT C ClearBridge Investments, LLC Item 3 Classification: 3(e) ClearBridge Investments Limited Item 3 Classification: 3(j) ClearBridge Investments (North America) Pty Ltd Item 3 Classification: 3(j)

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