Current Report · Items 5.02, 7.01, 9.01 · 8-K
Clearway Energy, Inc.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On May 15, 2026, Clearway Energy, Inc. (the “Company”) announced that Kevin P. Malcarney will retire from his position as Executive Vice President, General Counsel and Corporate Secretary of the Company, effective June 1, 2026 (the “Transition Date”).…
Filed May 15, 2026Accepted May 15, 2026, 6:48 AM EDTCIK 1567683Accession 0001104659-26-061748
Company context
Clearway Energy, Inc. is one of the largest owners of clean energy generation assets in the U.S. Our portfolio comprises approximately 13.9 GW of gross capacity in 27 states, including approximately 11.1 GW of wind, solar and battery energy storage systems and approximately 2.8 GW of flexible dispatchable power generation providing critical grid reliability services. Through our diversified and primarily contracted clean energy portfolio, Clearway Energy endeavors to provide its investors with stable and growing dividend income. Clearway Energy, Inc.’s common stock is traded on the New York Stock Exchange under the symbol CWEN. Clearway Energy, Inc. is sponsored by its controlling investor, Clearway Energy Group LLC. For more information, visit investor.clearwayenergy.com.
Current securities
Registered securities in this filing
Clearway Energy, Inc. · 8-K · Filed 2026-05-15
As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.
Class C Common Stock, par value $0.01
- Exchange
- NYSE
- Classification
- COMMON
- Status
- Current
Filing context
Context: AsOf2026-05-11
Dimensions: Not supplied
Accession 000110465926061748 · 1 registered-security cover member
Read the exact SEC filing ↗Disclosure sections
Items 5.02, 7.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 15, 2026, Clearway Energy, Inc. (the “Company”)
announced that Kevin P. Malcarney will retire from his position as Executive Vice President, General Counsel and Corporate Secretary of
the Company, effective June 1, 2026 (the “Transition Date”). In connection with his retirement, on May 11, 2026, Mr.
Malcarney entered into a transition services agreement with the Company and Clearway Energy Group LLC (the “Transition Services
Agreement”), pursuant to which he will remain employed as a non-executive employee following the Transition Date through June 26,
2026. In addition, under the Transition Services Agreement, Mr. Malcarney will receive the following separation benefits upon his departure
from the Company (the “Separation Benefits”): (i) a pro-rated annual bonus for 2026, (ii) the continued vesting of his outstanding
Company equity awards in accordance with their original vesting schedules as if he had remained continuously employed through each applicable
vesting date and (iii) a lump-sum cash payment in an amount equal to approximately $711,845.
The Separation Benefits are conditioned on Mr.
Malcarney complying with the Transition Services Agreement and executing (and not revoking within seven days after his execution) a general
release of claims.
The Transition Services Agreement also includes
confidentiality, non-disparagement and non-solicitation covenants and provides that the restrictive covenants in any agreement between
Mr. Malcarney and the Company (other than any non-compete covenant) will remain in effect with respect to Mr. Malcarney.
The foregoing description of the Transition Services
Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Transition Services Agreement,
a copy of which the Company plans to file as an exhibit to its upcoming Quarterly Report on Form 10-Q.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure.
On May 15, 2026, the Company issued a press release
announcing Mr. Malcarney’s retirement. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K
and incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K,
the information set forth in this Item 7.01, including Exhibit 99.1, are deemed to be “furnished” and shall not be deemed
to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”),
as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act,
unless specifically identified therein as being incorporated therein by reference.
Filed exhibits (1)
EX-99.1 (by filename) tm2614750d1_ex99-1.htmEX-99.1
2
tm2614750d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Clearway Energy, Inc. Announces General Counsel Transition
May 15, 2026
PRINCETON, N.J., May 15, 2026
(GLOBE NEWSWIRE)
Clearway Energy, Inc. (NYSE: CWEN)
today announced that effective June 1, 2026, Kevin P. Malcarney will retire from his position as Executive Vice President, General Counsel
and Corporate Secretary. Mr. Malcarney has served as General Counsel since May 2018, overseeing the Clearway Energy, Inc. legal and compliance
teams and supporting governance and strategic initiatives.
"From our public market debut
almost thirteen years ago, and through countless transactions and formative events, Kevin has been an essential part of the community
of professionals who have shaped Clearway into what it has become. We could not be more grateful for his steadfast presence and
friendship over all those years and accomplishments. As he steps down after nearly two decades of strategic leadership, we are thankful
for the indelible mark he has left on Clearway Energy and look forward to honoring his legacy in the years to come,” said Craig
Cornelius, Chief Executive Officer of Clearway Energy, Inc.
“It has been a great…
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