Form 4: TotalEnergies SE Reports Changes in Beneficial Ownership of Clearway Energy, Inc.

TotalEnergies SE and related entities report transactions involving Clearway Energy, Inc. Class C Common Stock, including acquisitions, disposals, and forfeitures related to Clearway Energy Group's Long Term Equity Incentive Program.

Summary

• TotalEnergies SE and several related entities, including TotalEnergies Gestion USA SARL, TotalEnergies Holdings USA, Inc., TotalEnergies Delaware, Inc., and TotalEnergies Renewables USA, LLC, filed a Form 4 detailing changes in their beneficial ownership of Clearway Energy, Inc. (CWEN) Class C Common Stock.
• The transactions occurred on October 1, 2024, and involve the acquisition and disposal of shares related to Clearway Energy Group's Long Term Equity Incentive Program.
• These transactions include the withholding of 63,350 shares for tax obligations at a price of $30.74, the forfeiture of 4,652 shares, and the grant of 44,328 shares at $30.74.
• Following these transactions, TotalEnergies' indirect beneficial ownership stands at 94,626 shares.
• The shares are held directly by Clearway Energy Group, of which GIP III Zephyr Acquisition Partners, L.P. is the sole member, and Zephyr Holdings GP, LLC is the general partner.
• TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP.
• The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interest.

Sentiment

Score: 6

Explanation: The document is a standard regulatory filing detailing transactions related to equity compensation. It doesn't inherently convey positive or negative sentiment, but reflects normal corporate activity.

Management Comments

• The Reporting Persons have agreed to voluntarily disgorge any profits deemed realized from such transactions to the Issuer.
• Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.

Industry Context

This filing is a routine disclosure related to stock-based compensation and ownership adjustments within Clearway Energy, Inc., reflecting ongoing management and employee incentives tied to the company's performance.

Comparison to Industry Standards

• Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders and major shareholders, aligning with SEC regulations.
• The transactions described are typical for companies utilizing equity-based compensation plans, similar to those seen at NextEra Energy Partners (NEP) and Brookfield Renewable Partners (BEP), where stock grants and vesting schedules influence ownership reporting.

Stakeholder Impact

• The transactions may have a minor impact on shareholders due to the changes in ownership percentages, but the overall effect is likely minimal.
• Employees of Clearway Energy Group are directly impacted through the vesting and forfeiture of restricted stock units.

Key Dates