Clearway Energy, Inc. — fact timeline

Kevin P. Malcarney departed as Executive Vice President, General Counsel and Corporate Secretary at Clearway Energy, Inc..

“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”

Clearway Energy, Inc. reported first quarter 2026 results: net income Net Loss of $68 million. Guidance reaffirmed.

“2026 financial guidance PRINCETON, NJ — May 7, 2026 — Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) today reported first quarter 2026 financial results, including Net Loss of $68 million, Adjusted EBITDA of $257 million, Cash from Operating Activities of $401 million, and Cash Available for Distribution (CAFD) of $70 million. “Our diversified fleet remains on”

Clearway Energy, Inc. shareholders approved Approval of the Amended Charter to effect the Class A Conversion and update certain other historical matters at the 2026-04-29 meeting.

“The foregoing Proposal 4 was approved.”

Clearway Energy, Inc. shareholders approved Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company's Independent Registered Public Accounting Firm for the 2026 fiscal year at the 2026-04-29 meeting.

“The foregoing Proposal 3 was approved.”

Clearway Energy, Inc. shareholders approved Advisory vote on the Company's executive compensation at the 2026-04-29 meeting.

“The foregoing Proposal 2 was approved.”

Clearway Energy, Inc. shareholders approved Election of eleven directors at the 2026-04-29 meeting.

“With respect to the foregoing Proposal 1, all eleven directors were elected and each received a plurality of the votes cast at the Annual Meeting.”

Clearway Energy, Inc. issued common stock.

“On April 29, 2026, at the Annual Meeting of Stockholders (the “Annual Meeting”) of Clearway Energy, Inc. (the “Company”), the stockholders of the Company approved, among other things, an amendment and restatement of the Certificate of Incorporation of the Company (the “Amended Charter”). Following receipt of stockholder approval at the Annual Meeting, on April 29, 2026, the Amended Charter was filed with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”) and became effective.”

Clearway Energy, Inc.: Certificate of Retirement amends the charter to retire all Class A common stock, reduce authorized Class A shares to zero, reduce total authorized capital stock to 2,510,000,000, and eliminate references to Class A common stock (effective 2026-05-01).

“Following the Class A Conversion, on May 1, 2026, the Company filed with the Delaware Secretary of State a certificate of retirement pursuant to Section 243 of the DGCL (the “Certificate of Retirement”) to retire all shares of Class A common stock converted in the Class A Conversion, which also had the effect of amending the Amended Charter to (i) reduce the total number of authorized shares of Class A common stock from 34,613,853 to zero, (ii) reduce the total number of authorized shares of capital stock of the Company from 2,544,613,853 to 2,510,000,000 and (iii) eliminate from the Amended Charter all references to the Class A common stock (collectively, the “Class A Retirement”).”

Clearway Energy, Inc. entered into Voting Trust Agreement with Clearway Energy Group LLC (effective 2026-04-29).

“On April 29, 2026, Clearway Energy Group LLC ("CEG"), the owner of all of the Company’s outstanding shares of Class B common stock, par value $0.01 per share (the "Class B common stock"), and Class D common stock, par value $0.01 per share (the "Class D common stock"), entered into a Voting Trust Agreement (the "Voting Trust Agreement") with Wilmington Trust, National Association, as the voting trustee thereunder (the "Voting Trustee"),”

Clearway Energy, Inc. amended Third Amended Exchange Agreement with Clearway Energy Group LLC (effective 2026-04-01).

“On April 1, 2026, Clearway Energy, Inc. (the “Company”), Clearway Energy LLC and Clearway Energy Group LLC (“CEG”) entered into a Third Amended and Restated Exchange Agreement (the “Third Amended Exchange Agreement”), which amends and restates the Second Amended and Restated Exchange Agreement, dated as of October 28, 2024, among the Company, Clearway Energy LLC and CEG (the “Second Amended Exchange Agreement”).”

Clearway Energy, Inc. entered into Indenture with CSC Delaware Trust Company valued at $600 million aggregate principal amount of 5.750% senior notes due 2034 (effective 2026-01-13).

“Clearway Energy Operating LLC (“Clearway Operating”), a subsidiary of Clearway Energy, Inc., completed the sale of $600 million aggregate principal amount of 5.750% senior notes due 2034 (the “Senior Notes”) pursuant to the terms of the purchase agreement, dated January 8, 2026 (the “Purchase Agreement”), among Clearway Operating, the guarantors named therein and the initial purchasers named therein (the “Initial Purchasers”).”

Clearway Energy, Inc. incurred senior notes of $600 million aggregate principal amount with CSC Delaware Trust Company at 5.750% maturing January 15, 2034.

“completed the sale of $600 million aggregate principal amount of 5.750% senior notes due 2034”

Clearway Energy, Inc. entered into Membership Interest Purchase Agreement with RS2-Spindle CE Seller LLC valued at base purchase price approximately $45.7 million for Spindle Battery and $47.2 million for Golden Fie (effective 2025-11-24).

“On November 24, 2025, RS2-Spindle Purchaser LLC (“ Purchaser ”), a subsidiary of Clearway Energy, Inc. (the “ Company ”), entered into a Membership Interest Purchase Agreement (the “ Purchase Agreement ”) with RS2-Spindle CE Seller LLC (“ Seller ”), an affiliate of Clearway Energy Group LLC. Pursuant to the terms of the Purchase Agreement, Purchaser will acquire from Seller certain limited liability company membership interests in RS2-Spindle TargetCo LLC (“ Target Company ”), which, subject to certain terms and conditions referenced in the Purchase Agreement, will become the indirect owner of all of the limited liability company interests in Spindle Battery LLC (“ Spindle Battery ”) and Golden Fields Solar VI, LLC (“ Golden Fields Solar VI ”), for a base purchase price of approximately $45.7 million with respect to Spindle Battery and approximately $47.2 million with respect to Golden Fields Solar VI, in each case, in cash and subject to customary working capital adjustments (the “ T”

Guillaume Hédiard resigned as Director at Clearway Energy, Inc..

“On November 20, 2024, Clearway Energy, Inc. (the “ Company ”) received a notice of resignation from Guillaume Hédiard, informing the Company of his intention to resign from the board of directors (the “ Board ”) of the Company effective as of the close of business on December 4, 2024.”

Vincent Stoquart resigned as Director at Clearway Energy, Inc..

“On October 10, 2024, Vincent Stoquart informed Clearway Energy, Inc. (the “ Company ”) of his intention to resign from the board of directors (the “ Board ”) of the Company effective as of the close of business on October 23, 2024.”

Christopher S. Sotos resigned as President and Chief Executive Officer at Clearway Energy, Inc..

“Christopher S. Sotos informed Clearway Energy, Inc. (the “Company”) on April 30, 2024 that, effective as of June 30, 2024, he will move on from his position as President and Chief Executive Officer of the Company and resign from his role as a member of the Board of Directors (the “Board”) of the Company.”

Clearway Energy, Inc. engaged PricewaterhouseCoopers LLP as its auditor.

“On May 10, 2024, the Audit Committee engaged PricewaterhouseCoopers LLP (“PwC”) as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2024”

Clearway Energy, Inc. dismissed Ernst & Young LLP as its auditor.

“dismissed Ernst & Young LLP (“EY”) as the Company’s independent registered public accounting firm”

Clearway Energy, Inc. reported the quarter ended March 31, 2024 results: net income Net Loss of $(46) million. Guidance reaffirmed.

“Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) today reported first quarter 2024 financial results, including Net Loss of $(46) million, Adjusted EBITDA of $211 million, Cash from Operating Activities of $81 million, and Cash Available for Distribution (CAFD) of $52 million.”

Craig Cornelius was appointed as Chief Executive Officer at Clearway Energy, Inc..

“the Board elected Craig Cornelius to serve as a member of the Board and appointed Mr. Cornelius to serve as the Chief Executive Officer of the Company, in each case effective as of the Effective Date.”

Christopher S. Sotos resigned as President and Chief Executive Officer at Clearway Energy, Inc..

“Christopher S. Sotos informed Clearway Energy, Inc. (the “Company”) that, effective as of June 30, 2024 (the “Effective Date), he will move on from his position as President and Chief Executive Officer of the Company and resign from his role as a member of the Board of Directors”

Clearway Energy, Inc. reported the year ended December 31, 2023 results: net income Net Loss of $14 million. Guidance reaffirmed.

“Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) today reported full year 2023 financial results, including Net Loss of $14 million, Adjusted EBITDA of $1,058 million, Cash from Operating Activities of $702 million, and Cash Available for Distribution (CAFD) of $342 million.”

Clearway Energy, Inc. reported the quarter ended September 30, 2023 results: net income $15 million. Guidance reaffirmed.

“Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) today reported third quarter 2023 financial results, including Net Income of $15 million, Adjusted EBITDA of $323 million, Cash from Operating Activities of $287 million, and Cash Available for Distribution (CAFD) of $156 million.”

Clearway Energy, Inc. reported the quarter ended June 30, 2023 results: net income $84 million. Guidance lowered.

“Clearway Energy, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2023.”

Clearway Energy, Inc. reported second quarter of 2023 results: revenue estimated decrease to second quarter 2023 revenue of between $25 and $30 million. Guidance reaffirmed.

“Clearway Energy, Inc. issued a press release providing an update to its wind production for the second quarter of 2023 and the impact on its revenue for such quarter.”

Clearway Energy, Inc. entered into Membership Interest Purchase Agreement with Renew Development HoldCo LLC valued at approximately $107 million in cash (effective 2023-05-19).

“On May 19, 2023, Cedar Creek Wind Holdco LLC (the “ Purchaser ”), a subsidiary of Clearway Energy, Inc. (the “ Company ”), entered into a Membership Interest Purchase Agreement (the “ Purchase Agreement ”) with Renew Development HoldCo LLC (the “ Seller ”), an affiliate of Clearway Energy Group LLC.”

Clearway Energy, Inc. reported first quarter 2023 results: net income $(40) million. Guidance reaffirmed.

“Clearway Energy, Inc. Reports First Quarter 2023 Financial Results • Repowering Cedro Hill with PPA extension to 2045 and increasing project size to 160MW • Increased size of revolving credit facility to $700 million • Reaffirming 2023 financial guidance and pro forma CAFD outlook • Increasing the quarterly dividend by 2% to $0.3818 per share in the second quarter of 20 23, or $1.5272 per share annualized • Continue to target annual dividend per share growth in the upper range of 5% to 8% through 2026 PRINCETON, NJ — May 4, 2023 — Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) today reported first quarter 2023 financial results, including Net Loss of $(40) million, Adjusted EBITDA of $218 million, Cash from Operating Activities of $75 million, and Cash Available for Distribution (CAFD) of $(4) million.”

Clearway Energy, Inc. shareholders approved Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the 2023 fiscal year at the 2023-04-27 meeting.

“Proposal 4 – Ratification of the Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the 2023 fiscal year Votes For Votes Against Abstentions 70,929,572 132,952 41,165 The foregoing Proposal 4 was approved.”

Clearway Energy, Inc. shareholders approved Advisory vote on the frequency of the advisory vote to approve the Company's executive compensation at the 2023-04-27 meeting.

“Proposal 3 — Advisory vote on the frequency of the advisory vote to approve the Company’s executive compensation One Year Two Years Three Years Abstentions 65,210,831 78,260 525,892 728,381 With respect to the foregoing Proposal 3, the option to hold future advisory votes every one year received a majority of the votes cast at the Annual Meeting.”

Clearway Energy, Inc. shareholders approved Advisory vote on the Company's executive compensation at the 2023-04-27 meeting.

“Proposal 2 — Advisory vote on the Company’s executive compensation Votes For Votes Against Abstentions Broker Non-Votes 65,157,909 1,243,135 142,320 4,560,325 The foregoing Proposal 2 was approved.”

Clearway Energy, Inc. shareholders approved Election of eleven directors at the 2023-04-27 meeting.

“Clearway Energy, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on April 27, 2023. Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders at the Annual Meeting. (a) Proposal 1 – Election of eleven directors Name Votes For Votes Against Broker Non-Votes Jonathan Bram 57,264,906 9,278,461 4,560,322 Nathaniel Anschuetz 58,452,354 8,091,013 4,560,322 Emmanuel Barrois 58,456,415 8,086,952 4,560,322 Brian R. Ford 54,262,490 12,280,877 4,560,322 Guillaume Hédiard 58,458,278 8,085,089 4,560,322 Jennifer Lowry 58,805,338 7,738,029 4,560,322 Bruce MacLennan 58,457,477 8,085,890 4,560,322 Daniel B. More 52,566,795 13,976,572 4,560,322 E. Stanley O’Neal 65,578,741 964,626 4,560,322 Christopher S. Sotos 59,794,003 6,749,364 4,560,322 Vincent Stoquart 58,230,186 8,313,181 4,560,322 With respect to the foregoing Proposal 1, all eleven directors were elected and each received a plurality of the votes cast at t”

Sarah Rubenstein was appointed as Executive Vice President and Chief Financial Officer at Clearway Energy, Inc..

“On April 12, 2023, Sarah Rubenstein was appointed as Executive Vice President and Chief Financial Officer of Clearway Energy, Inc. (the “Company”).”

Clearway Energy, Inc. amended credit facility of $700 million with JPMorgan Chase Bank, N.A. at Secured Overnight Financing Rate plus a credit spread adjustment of 0.10% maturing March 15, 2028.

“The Eighth Amendment amends the Existing Credit Agreement to, among other things, (i) replace the London Interbank Offered Rate with the Secured Overnight Financing Rate plus a credit spread adjustment of 0.10% for all available interest periods as the applicable reference rate, (ii) increase the revolving commitments thereunder to an aggregate principal amount of $700 million, (iii) extend the maturity date of the facility to March 15, 2028, (iv) increase the letter of credit sublimit thereunder to $594 million, (iv) increase certain covenant baskets and threshold amounts set forth therein and (v) amend certain other provisions of the Existing Credit Agreement as more fully set forth in the Eighth Amendment.”

Clearway Energy, Inc. amended Eighth Amendment with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto valued at $700 million (effective 2023-03-15).

“On March 15, 2023, each of Clearway Energy Operating LLC (“Clearway Operating LLC”), as borrower, and Clearway Energy LLC (“Clearway LLC”), as guarantor, entered into the Eighth Amendment to Amended and Restated Credit Agreement (the “Eighth Amendment”), with certain subsidiaries of Clearway Operating LLC party thereto, as guarantors, JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto”

Clearway Energy, Inc. reported the year ended December 31, 2022 results: net income Net Income of $1,060 million. Guidance reaffirmed.

“On February 23, 2023, Clearway Energy, Inc. issued a press release announcing its financial results for the year ended December 31, 2022.”

Clearway Energy, Inc. entered into Membership Interest Purchase Agreement with VP-Arica CE Seller LLC valued at approximately $227,754,913 million (effective 2022-12-23).

“On December 23, 2022, VP-Arica Parent Holdco LLC (the “ Purchaser ”), a subsidiary of Clearway Energy, Inc. (the “ Company ”), entered into a Membership Interest Purchase Agreement (the “ Purchase Agreement ”) with VP-Arica CE Seller LLC (the “ Seller ”), an affiliate of Clearway Energy Group LLC.”

Clearway Energy, Inc. reported third quarter 2022 results: net income $62 million.

“Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) today reported third quarter 2022 financial results, including Net Income of $62 million, Adjusted EBITDA of $322 million, Cash from Operating Activities of $328 million, and Cash Available for Distribution (CAFD) of $154 million.”

Sarah Rubenstein was appointed as principal financial officer at Clearway Energy, Inc..

“On August 3, 2022, Sarah Rubenstein was appointed as the principal financial officer for Clearway Energy, Inc.”

Chad Plotkin resigned as Executive Vice President and Chief Financial Officer at Clearway Energy, Inc..

“On June 24, 2022, Chad Plotkin informed Clearway Energy, Inc. (the “Company”) of his intention to resign from his position as Executive Vice President and Chief Financial Officer of the Company to pursue another opportunity.”

Scott Stanley retired as Director at Clearway Energy, Inc..

“On December 6, 2021, Scott Stanley informed Clearway Energy, Inc. (the “ Company ”) of his intention to retire from the board of directors (the “ Board ”) of the Company effective as of such date.”