Clearway Energy, Inc. 8-K

What Happened

• Clearway Energy, Inc. announced on April 1, 2026 (filed on Form 8‑K Apr 2, 2026) that it, Clearway Energy LLC and Clearway Energy Group LLC (CEG) entered into a Third Amended and Restated Exchange Agreement. The new agreement amends the October 28, 2024 Second Amended Exchange Agreement to change how certain LLC units convert into the company's common stock classes.

Key Details

• Parties: Clearway Energy, Inc., Clearway Energy LLC and Clearway Energy Group LLC (CEG).
• Effective change: A CEG unitholder may now exchange Class B units of Clearway Energy LLC for shares of Class C common stock (previously exchanges of Class B units resulted in Class A common stock).
• Mechanics: Exchanges remain on a one‑for‑one basis (subject to equitable adjustments for splits, dividends and reclassifications).
• Impact on share counts: Upon any such exchange, a corresponding number of shares of the company's Class B common stock will be extinguished. The Third Amended Exchange Agreement is filed as Exhibit 10.1 to the 8‑K.

Why It Matters

• This amendment alters which class of Clearway common stock underlying LLC units convert into, and includes an extinguishment mechanism that will change the company's issued share composition when conversions occur. For investors, that affects the structure of Clearway’s equity (share class mix and outstanding shares) and is material to anyone tracking ownership, voting power or potential dilution from unit-to-share exchanges.