Clearway Energy LLC 8-K

What Happened

• Clearway Energy LLC filed an 8-K reporting that on April 1, 2026 it, Clearway Energy, Inc. (the parent) and Clearway Energy Group LLC (CEG) entered into a Third Amended and Restated Exchange Agreement, which amends and restates the prior Second Amended and Restated Exchange Agreement dated October 28, 2024.
• The amendment changes the unit-for-stock exchange mechanics for certain holders: a CEG unitholder may now exchange Class B units of Clearway Energy LLC for shares of Class C common stock of Clearway Energy, Inc. (instead of Class A common stock), on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. Upon such an exchange, a corresponding number of Clearway Inc. Class B common stock shares will be extinguished.
• The Third Amended and Restated Exchange Agreement is filed as Exhibit 10.1 to the 8-K.

Key Details

• Agreement date: April 1, 2026; prior agreement dated October 28, 2024.
• Exchange rate: one-for-one unit-to-share exchanges (subject to adjustments for splits/dividends/reclassifications).
• Change: Class B units → Class C common stock (previously Class A); extinguishment of corresponding Class B common stock shares on exchange.
• Document filed as Exhibit 10.1 to the Form 8-K.

Why It Matters

• This is a contractual change to how certain Clearway LLC units convert into Clearway Inc. common stock classes — it alters the conversion option available to CEG unitholders and the related extinguishment mechanics of Clearway Inc. shares.
• For investors, this affects potential future equity composition and the pathway by which LLC unitholders can obtain particular classes of Clearway Inc. stock. The filing does not disclose cash amounts or financial impacts; investors should review the full Exhibit 10.1 for the exact legal terms and any implications for voting or economic rights.