ReNew Energy Global (RNW) holder files best-and-final $7.02 per share proposal

Rhea-AI Filing Summary

Canada Pension Plan Investment Board, a Canadian federal entity, reports beneficial ownership of 88,846,844 Class A ordinary shares of ReNew Energy Global plc, representing 34.4% of the voting rights. This comprises 76,501,166 Shares currently held plus rights tied to 12,345,678 additional Shares under a Business Combination Agreement involving ReNew Power Private Limited and a Class D ordinary share that provides equivalent voting rights.

On July 27, 2026, a consortium including Canada Pension Plan Investment Board submitted a revised, non-binding proposal to ReNew’s board special committee, increasing the cash offer to $7.02 per share. All other terms of the May 28, 2026 proposal, including the Rollover, remain unchanged. The consortium describes this as its best and final non-binding offer, with no transaction agreement existing unless and until definitive agreements are executed.

Key Figures

Beneficial ownership: 88,846,844 Shares Ownership percentage: 34.4% Currently held shares: 76,501,166 Shares +3 more

6 metrics

Beneficial ownership 88,846,844 Shares Aggregate Class A ordinary shares beneficially owned by the reporting person

Ownership percentage 34.4% Percent of Class A ordinary shares represented by 88,846,844 Shares

Currently held shares 76,501,166 Shares Class A ordinary shares of the issuer currently held by the reporting person

Shares tied to India Shares 12,345,678 Shares Additional Shares issuable upon transfer of India Shares and reflected via Class D voting rights

Shares outstanding baseline 245,833,850 Shares Class A ordinary shares outstanding as of October 2, 2025, excluding treasury shares

Revised cash offer price $7.02 per share Cash consideration per share in the consortium’s revised non-binding proposal

Key Terms

beneficially own, Business Combination Agreement, non-binding proposal, special committee, +2 more

6 terms

beneficially own financial

"The Reporting Person is considered to beneficially own an aggregate of 88,846,844 Shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

Business Combination Agreement financial

"In addition, the Business Combination Agreement grants the Reporting Person the right to..."

A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.

non-binding proposal regulatory

"The Revised Proposal is the Consortium's best and final non-binding offer."

A non-binding proposal is an offer or plan presented by one party that outlines terms they would like to pursue but does not create a legally enforceable obligation. Think of it like a detailed handshake or a draft invitation to negotiate: it signals intent and frames possible outcomes, but either side can walk away or change terms without legal penalty. Investors watch these because they can move a stock’s price by suggesting a possible deal, yet they carry higher uncertainty than formal agreements.

special committee regulatory

"submitted a revised proposal to the special committee of the Board."

A special committee is a group of people chosen by an organization to carefully examine a specific issue or problem, often when a decision could have significant consequences. Think of it as a task force brought together to investigate and recommend actions, ensuring that important matters are handled thoroughly and fairly. For investors, this means decisions are made with careful oversight, which can impact the organization's stability and future direction.

Rollover financial

"All other terms of the proposal ... including the Rollover, remain unchanged."

Class D ordinary share financial

"The Reporting Person also holds one Class D ordinary share of the Issuer"

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Available on EDGAR 07/27/2026 - 08:32 AM Accepted by SEC EDGAR 07/27/2026 - 08:31 AM Learn about SEC filing dates

FAQ

What ownership stake in ReNew Energy Global (RNW) does Canada Pension Plan Investment Board report?

Canada Pension Plan Investment Board reports beneficial ownership of 88,846,844 Class A shares of ReNew Energy Global plc, representing 34.4% of the voting rights. This includes currently held shares plus additional voting rights linked to India Shares and a Class D share.

What is the revised cash offer per share in the new proposal for ReNew Energy Global (RNW)?

The consortium’s revised proposal increases the cash offer to $7.02 per share. This July 27, 2026 proposal is described as the consortium’s best and final non-binding offer, with all other terms from the May 28, 2026 proposal remaining unchanged.

Is the July 27, 2026 proposal for ReNew Energy Global (RNW) binding?

No. The July 27, 2026 revised proposal is explicitly described as non-binding. No agreement or understanding between the consortium and ReNew Energy Global plc will exist unless definitive agreements for the proposed transaction are executed and delivered.

How many ReNew Energy Global (RNW) shares does the investor currently hold versus contingent rights?

The reporting investor currently holds 76,501,166 Shares of ReNew Energy Global plc. It also has rights tied to 12,345,678 additional Shares through a Business Combination Agreement involving India Shares and a Class D share that grants equivalent voting rights.

On what share count is the 34.4% ownership of ReNew Energy Global (RNW) based?

The 34.4% figure is calculated using 245,833,850 Class A shares outstanding as of October 2, 2025, plus 12,345,678 Shares assumed issuable upon conversion of India Shares. This total serves as the basis for the reported ownership percentage.

Who are the key parties in the revised proposal involving ReNew Energy Global (RNW)?

The revised proposal dated July 27, 2026 is submitted by a consortium that includes Canada Pension Plan Investment Board and Sumant Sinha. It is addressed to the special committee of ReNew’s board overseeing the proposed transaction.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 14)

ReNew Energy Global plc

(Name of Issuer)

Class A ordinary shares, nominal value of $0.0001

(Title of Class of Securities)

G7500M104

(CUSIP Number)

Patrice Walch-Watson
Canada Pension Plan Investment Board, One Queen Street East, Suite 2500
Toronto, A6, M5C 2W5
416-868-4075

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/27/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G7500M104

1

Name of reporting person

Canada Pension Plan Investment Board

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CANADA (FEDERAL LEVEL)

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 88,846,844.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 88,846,844.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

88,846,844.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

34.4 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Item 13 is calculated based on (i) 245,833,850 Class A ordinary shares (excluding treasury shares), nominal value of $0.0001 (the "Shares"), of ReNew Energy Global plc, a public limited company incorporated in England and Wales (the "Issuer"), outstanding as of October 2, 2025, as reported by the Issuer in its Form 6-K filed with the U.S. Securities and Exchange Commission (the "SEC") on October 28, 2025 plus (ii) an additional 12,345,678 Shares assuming conversion of the India Shares (as defined below). With respect to items 7, 9, 11 and 13, the Reporting Person currently holds 76,501,166 Shares of the Issuer. In addition, the Business Combination Agreement grants the Reporting Person the right to, at its discretion, transfer the ordinary shares of Renew Power Private Limited, a company with limited liability incorporated under the laws of India and subsidiary of the Issuer ("ReNew India"), held by the Reporting Person (the "India Shares") to the Issuer in exchange for an aggregate of 12,345,678 Shares. The Reporting Person also holds one Class D ordinary share of the Issuer, nominal value of $0.0001 (the "Class D Share"). The Class D Share effectively gives the Reporting Person the right to exercise its voting rights as if the Reporting Person had already converted the India Shares into Shares. The Reporting Person is considered to beneficially own an aggregate of 88,846,844 Shares, or 34.4% of the voting rights associated with the outstanding Shares (including 12,345,678 voting rights exercisable by the Reporting Person by virtue of the Class D Share held by the Reporting Person).

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A ordinary shares, nominal value of $0.0001
(b)	Name of Issuer: ReNew Energy Global plc
(c)	Address of Issuer's Principal Executive Offices: C/O Vistra (UK) Ltd, Suite 3, 7th Floor 50, Broadway, London, UNITED KINGDOM , SW1H 0DB.
Item 1 Comment: This Amendment No. 14 (this "Amendment") amends and supplements the Schedule 13D filed by the Reporting Person on September 2, 2021 and amended and supplemented on February 15, 2022, February 18, 2022, February 24, 2022, September 23, 2022, October 3, 2022, March 2, 2023, March 8, 2023, July 24, 2023, December 10, 2024, July 3, 2025, October 10, 2025, December 15, 2025 and May 28, 2026 (the "Original Schedule 13D" and, as amended and supplemented by this Amendment, the "Schedule 13D"). Except as specifically provided herein, this Amendment does not modify any of the information previously reported on the Original Schedule 13D. Capitalized terms not otherwise defined in this Amendment shall have the same meanings ascribed thereto in the Original Schedule 13D. This Schedule 13D relates to the Class A ordinary shares, nominal value of $0.0001 (the "Shares"), of ReNew Energy Global plc, a public limited company incorporated in England and Wales (the "Issuer").
Item 2.	Identity and Background
(a)	This Amendment amends and restates the final paragraph of Item 2 of the Original Schedule 13D in its entirety as follows: In accordance with the provisions of General Instruction C to Schedule 13D, with respect to the Reporting Person, information concerning the name, business address, principal occupation and citizenship of its general partners, executive officers and board of directors and each person controlling the Reporting Person (collectively, the "Covered Persons"), required by Item 2 of Schedule 13D, is provided on Schedule I (attached as Exhibit 99.23) ("Schedule I") and is incorporated by reference herein. Schedule I to this Amendment amends and restates the information set forth on Schedule I to the Original Schedule 13D in its entirety.
(b)	See Item 2(a) above, which is incorporated by reference herein.
(c)	See Item 2(a) above, which is incorporated by reference herein.
(d)	Neither the Reporting Person nor, to the Reporting Persons' knowledge, any Covered Person listed on Schedule I (attached as Exhibit 99.23) has during the last five years been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	Neither the Reporting Person nor, to the Reporting Persons' knowledge, any Covered Person listed on Schedule I (attached as Exhibit 99.23) has during the last five years been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	See Item 2(a) above, which is incorporated by reference herein.
Item 4.	Purpose of Transaction
	This Amendment amends and supplements Item 4 of the Original Schedule 13D by adding the following: Revised Non-Binding Proposal On July 27, 2026, the Consortium jointly submitted a revised proposal (the "Revised Proposal") to the special committee of the Board. The Revised Proposal increases the Cash Offer to $7.02 per share. All other terms of the proposal made by the Consortium on May 28, 2026, including the Rollover, remain unchanged. The Revised Proposal is the Consortium's best and final non-binding offer. The Revised Proposal is non-binding, and no agreement, arrangement or understanding between the Consortium, on the one hand, and the Issuer, on the other hand, relating to the Revised Proposal, the Proposed Transaction or any other transaction will be created until such time as definitive agreements for the Proposed Transaction have been executed and delivered. The Reporting Person does not intend to update this Schedule 13D to reflect developments relating to the Proposed Transaction except to the extent required by law. References to, and descriptions of, the Revised Proposal in this Schedule 13D are qualified in their entirety by the terms of the Revised Proposal, a copy of which is attached hereto as Exhibit 99.24 and is incorporated in its entirety into this Item 4.
Item 7.	Material to be Filed as Exhibits.
	This Amendment amends and supplements Item 7 of the Original Schedule 13D by adding the following: Exhibit 99.23 List of Covered Persons Exhibit 99.24 Revised Proposal, dated July 27, 2026, from Canada Pension Plan Investment Board and Sumant Sinha.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Canada Pension Plan Investment Board

Signature:	/s/ Howard Rusak
Name/Title:	Managing Director, Legal
Date:	07/27/2026

Comments accompanying signature:

See Exhibit 99.22 Power of Attorney of Canada Pension Plan Investment Board (incorporated by reference to Exhibit 99.22 to Amendment No. 13 to the Schedule 13G filed by Canada Pension Plan Investment Board in respect of the issuer with the Securities and Exchange Commission on May 28, 2026).